Form 10-Q - Quarterly report [Sections 13 or 15(d)]

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarter ended: June 30, 2023

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Transition Period from ___________ to____________

Commission File Number: 333-257458

CYTTA CORP.

(Exact name of registrant as specified in its charter)

Nevada

98-0505761

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer

Identification No.)

5450 W Sahara Ave Suite 300A

Las Vegas NV 89146

(Address of principal executive offices) (zip code)

(702) 900-7022

(Registrant’s telephone number, including area code)

Not applicable.

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading

Symbol(s)

Name of each exchange

on which registered

None

N/A

Securities registered pursuant to Section 12(g) of the Act: Common Stock, $0.001 par value

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ☒ Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ☒ Yes ☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated Filer	☐	Smaller reporting company	☒
		Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes ☒ No

As of August 21, 2023, there were 418,353,420 shares outstanding of the registrant’s common stock, $0.001 par value per share.

CYTTA CORP.

INDEX

PART I. FINANCIAL INFORMATION

ITEM 1	Financial Statements (Unaudited)
	Condensed Balance Sheets as of June 30, 2023, and September 30, 2022 (Unaudited)	3
	Condensed Statement of Operations for the three and nine months ended June 30, 2023, and 2022 (Unaudited)	4
	Condensed Statement of Changes in Stockholders’ Deficit for the three and nine months ended June 30, 2023, and 2022 (Unaudited)	5
	Condensed Statement of Cash Flows for the nine months ended June 30, 2023, and 2022 (Unaudited)	7
	Notes to Interim Unaudited Condensed Financial Statements	8
ITEM 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	22
ITEM 3.	Quantitative and Qualitative Disclosures About Market Risk	27
ITEM 4.	Controls and Procedures	27

PART II. OTHER INFORMATION

ITEM 1.	Legal Proceedings	29
ITEM 1A.	Risk Factors	29
ITEM 2.	Unregistered Sales of Equity Securities and Use of Proceeds	29
ITEM 3.	Defaults Upon Senior Securities	29
ITEM 4.	Mine Safety Disclosures	29
ITEM 5.	Other Information	30
ITEM 6.	Exhibits	30

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CYTTA CORP

BALANCE SHEETS

(Unaudited)


	June 30,			September 30,
	2023			2022
ASSETS
Current Assets
Cash	$	487,018		$	755,122
Prepaid expenses		115,377			32,897
Total Current Assets		602,395			788,019

Property and equipment, net		88,440			122,990
TOTAL ASSETS	$	690,835		$	911,009

LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities
Current Liabilities
Accounts payable and accrued expenses	$	677,105		$	180,633
Related party liabilities		458,453			180,407
Dividend payable		33,427			33,427
Deferred revenue		10,528			-
Note payable		40,000			-
Convertible notes payable		610,000			-
Stock to be issued		-			54,750
Total Current Liabilities		1,829,513			449,217

Long Term Liabilities
Convertible notes payable, net of discount		35,660			-
Total Liabilities		1,865,173			449,217

COMMITMENTS AND CONTINGENCIES		-			-

Stockholders' Equity (Deficit)
Preferred stock PAR VALUE $0.001; (100,000,000 shares authorized)
Series C Preferred Stock par value $0.001; (12,000,000 shares authorized and 600,000 issued and outstanding)		600			600
Series D Preferred Stock par value $0.001; (10,000,000 shares authorized and 50,000 shares issued and outstanding		50			50
Series E Preferred Stock par value $0.001; (13,650,000 shares authorized and -0- issued and outstanding		-			-
Series F Preferred Stock par value $0.001; (10,000,000 shares authorized and -0- issued and outstanding		-			-
Common stock par value $0.001; (500,000,000 shares authorized and 403,103,420 (June 30,2023) and 379,760,670 (September 30,2022) shares issued and outstanding)		403,104			379,761
Additional paid in capital		29,363,951			27,956,388
Accumulated Deficit		(30,942,043	)		(27,875,007	)
Total Stockholders' Equity (Deficit)		(1,174,338	)		461,792

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)	$	690,835		$	911,009

The accompanying notes are an integral part of these statements

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CYTTA CORP

STATEMENT OF OPERATIONS

(Unaudited)

	For the Three Months Ended June 30,						For the Nine Months Ended June 30,
	2023			2022			2023			2022

Revenues	$	8,117		$	936		$	21,941		$	2,809

Operating Expenses:
General and administration- related party expenses		414,008			216,932			817,492			895,078
General and administrative- other		863,080			958,388			2,226,160			2,924,096
Total operating expenses		1,277,088			1,175,320			3,043,652			3,819,174

Loss from Operations		(1,268,971	)		(1,174,384	)		(3,021,711	)		(3,816,365	)

Other expenses
Interest expense		34,141			687			45,475			48,822
Interest income		(95	)		(665	)		(150	)		(665	)
Total Other Expenses		34,046			22			45,325			48,157

Loss before income taxes		(1,303,017	)		(1,174,406	)		(3,067,036	)		(3,864,522	)
Provision for income taxes		-			-			-			-
Net loss	$	(1,303,017	)	$	(1,174,406	)	$	(3,067,036	)	$	(3,864,522	)

Loss per share, basic and diluted	$	(0.00	)	$	(0.00	)	$	(0.01	)	$	(0.01	)

Weighted average shares outstanding Basic and diluted		398,546,509			377,276,830			388,748,600			351,337,053

The accompanying notes are an integral part of these statements

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Cytta Corp.

Statement of Changes in Stockholders' Equity (Deficit)

The Three and Nine Months June 30, 2023

(Unaudited)

																										Total
	Series C				Series D				Series E				Series F								Additional					Stockholders'
	Preferred Stock				Preferred Stock				Preferred Stock				Preferred Stock				Common Stock				Paid-in		Accumulated			Equity
	Shares		Amount		Shares		Amount		Shares		Amount		Shares		Amount		Shares		Amount		Capital		Deficit			(Deficit)
Balance September 30, 2022		600,000	$	600		50,000	$	50		-	$	-		-	$	-		379,760,670	$	379,761	$	27,956,388	$	(27,875,007	)	$	461,792

Common stock issued for services		-		-		-		-		-		-		-		-		3,925,000		3,925		403,350		-			407,275

Net loss for the three months ended December 31, 2022		-		-		-		-		-		-		-		-		-		-		-		(1,100,708	)		(1,100,708	)

Balances December 31, 2022		600,000		600		50,000		50		-		-		-		-		383,685,670		383,686		28,359,738		(28,975,715	)		(231,641	)

Common stock issued for services		-		-		-		-		-		-		-		-		3,825,000		3,825		271,475		-			275,300

Common stock issued for accounts payable		-		-		-		-		-		-		-		-		750,000		750		38,625		-			39,375

Common stock issued for common stock payable		-		-		-		-		-		-		-		-		54,750		55		54,695		-			54,750

Common stock issued for accrued liabilities, related party		-		-		-		-		-		-		-		-		500,000		500		54,893		-			55,393

Common stock and warrants issued for cash		-		-		-		-		-		-		-		-		4,000,000		4,000		96,000		-			100,000

Warrants issued in conjunction with notes payable		-		-		-		-		-		-		-		-		-		-		87,001		-			87,001

Net loss for the three months ended March 31, 2023		-		-		-		-		-		-		-		-		-		-		-		(663,311	)		(663,311	)

Balances March 31, 2023		600,000		600		50,000		50		-		-		-		-		392,815,420		392,816		28,962,427		(29,639,026	)		(283,133	)

Common stock issued for services		-		-		-		-		-		-		-		-		10,000,000		10,000		390,000		-			400,000

Common stock issued for accounts payable		-		-		-		-		-		-		-		-		288,000		288		11,524		-			11,812

Net loss for the three months ended June 30, 2023		-		-		-		-		-		-		-		-		-		-		-	$	(1,303,017	)		(1,303,017	)

Balances June 30, 2023		600,000	$	600		50,000	$	50		-	$	-		-	$	-		403,103,420	$	403,104	$	29,363,951	$	(30,942,043	)	$	(1,174,338	)

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Cytta Corp.

Statement of Changes in Stockholders' Equity

The Three and Nine Months Ended June 30, 2022

(Unaudited)

	Series C				Series D				Series E						Series F										Additional					Total
	Preferred Stock				Preferred Stock				Preferred Stock						Preferred Stock						Common Stock				Paid-in		Accumulated			Stockholders'
	Shares		Amount		Shares		Amount		Shares			Amount			Shares			Amount			Shares		Amount		Capital		Deficit			Equity
Balance September 30, 2021		600,000	$	600		50,000	$	50		13,650,000		$	13,650			-		$	-			296,236,627	$	296,237	$	23,330,612	$	(22,774,905	)	$	866,244

Series F Preferred stock issued for cash		-		-		-		-		-			-			59,270,000			59,270			-		-		2,904,230		-			2,963,500

Common stock issued for services		-		-		-		-		-			-			-			-			6,250,000		6,250		852,850		-			859,100

Common stock issued for accounts payable		-		-		-		-		-			-			-			-			909,091		909		299,091		-			300,000

Common stock issued for conversion of Series E Preferred Stock		-		-		-		-		(13,650,000	)		(13,650	)		-			-			13,650,000		13,650		-		-			-

Common stock issued for conversion of Series F Preferred Stock		-		-		-		-		-			-			(59,270,000	)		(59,270	)		59,270,000		59,270		-		-			-

Net loss for the three months ended December 31, 2021		-		-		-		-		-			-			-			-			-		-		-		(1,164,106	)		(1,164,106	)

Balance December 31, 2021		600,000		600		50,000		50		-			-			-			-			376,315,718		376,316		27,386,783		(23,939,011	)		3,824,738

Common stock issued for services		-		-		-		-		-			-			-			-			500,000		500		121,575		-			122,075

Net loss for the three months ended March 31, 2022		-		-		-		-		-			-			-			-			-		-		-		(1,526,010	)		(1,526,010	)

Balances March 31, 2022		600,000		600		50,000		50		-			-			-			-			376,815,718		376,816		27,508,358		(25,465,021	)		2,420,803

Common stock issued for services		-		-		-		-		-			-			-			-			750,000		750		127,650		-			128,400

Net loss for the three months ended June 30, 2022		-		-		-		-		-			-			-			-			-		-		-		(1,174,406	)		(1,174,406	)

Balances June 30, 2022		600,000	$	600		50,000	$	50		-		$	-			-		$	-			377,565,718	$	377,566	$	27,636,008	$	(26,639,427	)	$	1,374,797

The accompanying notes are an integral part of these statements

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Cytta Corp.

Statements of Cash Flows

(Unaudited)

	For the Nine Months Ended June 30,
	2023			2022

CASH FLOWS FROM OPERATING ACTIVITIES

Net loss	$	(3,067,036	)	$	(3,864,522	)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock-based compensation expenses for services		1,876,993			1,850,850
Amortization of note discounts		22,661			-
Depreciation expense		34,550			35,711
Changes in Operating Assets and Liabilities:
Inventory		-			78,765
Accounts Receivable		-			27,694
Prepaid expenses		(82,481	)		20,966
Vendor deposits		-			50,400
Accounts payable and accrued liabilities		40,391			94,040
Accounts payable-related party		46,290			129,181
Dividend payable		-			12,394
Deferred revenue		10,528			(2,808	)
Net cash used in operating activities		(1,118,104	)		(1,567,329	)

CASH FLOWS FROM FINANCING ACTIVITIES

Proceeds from stock subscriptions		100,000			2,963,500
Proceeds from issuance of note payable		40,000			-
Proceeds from issuance of short-term convertible notes payable		610,000			-
Proceeds from issuance of long-term convertible notes payable		100,000			-
Net cash provided by financing activities		850,000			2,963,500

NET CHANGE IN CASH		(268,104	)		1,396,171
CASH AT BEGINNING OF PERIOD		755,122			173,196
CASH AT END OF PERIOD	$	487,018		$	1,569,367

SUPPLEMENTAL CASH FLOW DISCLOSURES

Cash paid for interest	$	-		$	-
Cash paid for income taxes	$	-		$	-

NON-CASH INVESTING AND FINANCING ACTIVITIES

Common stock issued for accounts payable and accrued liabilities	$	37,200		$	300,000
Common stock issued for accrued expenses, related party	$	55,393		$	-

The accompanying notes are an integral part of these statements

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Cytta Corp.

Notes to Financial Statements

June 30, 2023

NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS

Cytta Corp., (“Cytta” or the “Company”) was incorporated on May 30, 2006, under the laws of the State of Nevada. It is located in Las Vegas, Nevada. Cytta is in the business of imagineering, developing and securing disruptive technologies.

NOTE 2 - GOING CONCERN

The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. As of June 30, 2023, the Company had an accumulated deficit of $30,942,043 and has also generated losses since inception. These factors, among others, raise substantial doubt about the ability of the Company to continue as a going concern.

The Company develops and distributes proprietary technology that radically shifts how video is streamed, consumed, transferred and stored. Our proprietary SUPR Stream is the technology at the core of our products, designed specifically for streaming and storing HD, 4K, and higher resolution video. The IGAN (Incident Global Area Network) Incident Command System (ICS) seamlessly streams and stores all relevant video and audio during emergency situations. This creates real-time situational awareness for police, firefighters, first responders, EMS, and their command centers. Our products work in size, weight, and power-constrained (SWaP) operating environments, and evolved through use in the military by meeting the need to stream multiple HD, 4K, and 4K+ video feeds with ultra-low latency, bandwidth, and power consumption. The Company is taking this streaming, storage, and transfer technology to enterprises that would like to send more high-quality videos with fewer resources. All of our products are manufactured in the USA.

The Company intends to fund operations through equity financing arrangements, which may not be sufficient to fund its capital expenditures, working capital and other cash requirements for the foreseeable future.

NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial statements and with the instructions to Form 10-Q and Article 8 of Regulation S-X of the United States Securities and Exchange Commission (“SEC”). Accordingly, they do not contain all information and footnotes required by accounting principles generally accepted in the United States of America for annual financial statements. In the opinion of the Company’s management, the accompanying unaudited condensed financial statements contain all the adjustments necessary (consisting only of normal recurring accruals) to present the financial position of the Company as of June 30, 2023, and the results of operations and cash flows for the periods presented. The results of operations for the three and nine months ended June 30, 2023, are not necessarily indicative of the operating results for the full fiscal year or any future period.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses during the reported period. Actual results could differ from those estimates.

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Cash and Cash Equivalents

The Company considers all highly liquid investments with an original term of three months or less to be cash equivalents. These investments are carried at cost, which approximates fair value. Cash and cash equivalent balances may, at certain times, exceed federally insured limits. The Company has no cash equivalents as of June 30, 2023, and 2022.

Accounts Receivable

The Company records accounts receivable at the time products and services are delivered. An allowance for losses is established through a provision for losses charged to expenses. Receivables are charged against the allowance for losses when management believes collectability is unlikely. The allowance (if any) is an amount that management believes will be adequate to absorb estimated losses on existing receivables, based on evaluation of the collectability of the accounts and prior loss experience.

Prepaid expenses

The Company considers expenses or services paid for prior to the period the expense is completed to be recorded as a prepaid expense. Included in this account is the value of common stock issued to consultants. Such issuances are pursuant to consulting agreements that can have a one-to-two-year term. The Company amortized the value of the stock issued over the term of the agreement. The activity for the nine months ended June 30, 2023, and 2022, is summarized as:

	June 30,
	2023		2022
Balance beginning of period	$	32,897	$	772,394
Value of common stock issued		-		894,841
Amortization of stock-based compensation		-		(1,499,874	)
Other prepaid expense activity		82,480		(20,966	)
	$	115,377	$	146,395

Inventory

Inventories are valued at the lower of cost or net realizable value, with cost determined on the first-in, first-out basis. Inventory costs include finished goods and component parts. In evaluating the net realizable value of inventory, management also considers, if applicable, other factors, including known trends, market conditions, currency exchange rates and other such issues. Inventory as of June 30, 2023, and September 30, 2022, was $-0- and $-0-, respectively.

Property and equipment

Property and equipment are stated at cost, and depreciation is provided by use of a straight-line method over the estimated useful lives of the assets.

The Company reviews property and equipment for potential impairment whenever events or changes in circumstances indicate that the carrying amounts of assets may not be recoverable. The estimated useful lives of property and equipment is as follows:

	Vehicles and equipment	5 years
	Software	3 years

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Convertible Instruments

The Company evaluates and accounts for conversion options embedded in convertible instruments in accordance with ASC 815, Derivatives and Hedging Activities.

GAAP requires companies to bifurcate conversion options from their host instruments and account for them as free-standing derivative financial instruments according to certain criteria. The criteria include circumstances in which (a) the economic characteristics and risks of the embedded derivative instrument are not clearly and closely related to the economic characteristics and risks of the host contract, (b) the hybrid instrument that embodies both the embedded derivative instrument and the host contract is not remeasured at fair value under other GAAP with changes in fair value reported in earnings as they occur and (c) a separate instrument with the same terms as the embedded derivative instrument would be considered a derivative instrument.

In August 2020, the FASB issued Accounting Standards Update 2020-06 (ASU 2020-06). ASU 2020-06 eliminates the beneficial conversion feature and cash conversion models in Accounting Standards Codification 470-20 that require separate accounting for embedded conversion features in convertible instruments. The new guidance also eliminates some of the conditions that must be met for equity classification under ASC 815-40-25. The standard is effective for smaller reporting companies for annual periods beginning after December 15, 2023. Early adoption is permitted. The Company chose to early adopt this standard. As a result, financial results contained herein are reported in accordance with this standard as applicable.

The convertible debt issued by the company referred to in Note 7, did not require separate accounting for the conversion feature as it was not considered to be a derivative. The company issued warrants in connection with the debt financing and in accordance with ASC 470-20-25-2 the proceeds from the sale of the debt instruments have been allocated to the debt and warrants based on the relative fair value of the two components. The amount allocated to the warrants has been recorded as a debt discount to be amortized of the life of the note.

Fair value of financial instruments

The Company measures assets and liabilities at fair value based on an expected exit price as defined by the authoritative guidance on fair value measurements, which represents the amount that would be received on the sale of an asset or paid to transfer a liability, as the case may be, in an orderly transaction between market participants. As such, fair value may be based on assumptions that market participants would use in pricing an asset or liability. The authoritative guidance on fair value measurements establishes a consistent framework for measuring fair value on either a recurring or nonrecurring basis whereby inputs, used in valuation techniques, are assigned a hierarchical level.

The following are the hierarchical levels of inputs to measure fair value:

	·	Level 1 - Observable inputs that reflect quoted market prices in active markets for identical assets or liabilities.
	·	Level 2 - Inputs reflect quoted prices for identical assets or liabilities in markets that are not active; quoted prices for similar assets or liabilities in active markets; inputs other than quoted prices that are observable for the assets or liabilities; or inputs that are derived principally from or corroborated by observable market data by correlation or other means.
	·	Level 3 - Unobservable inputs reflecting the Company’s assumptions incorporated in valuation techniques used to determine fair value. These assumptions are required to be consistent with market participant assumptions that are reasonably available.

The carrying amounts of the Company’s financial assets and liabilities, such as cash, prepaid expenses, other current assets, accounts payable and accrued expenses, certain notes payable and notes payable - related party, approximate their fair values because of the short maturity of these instruments.

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Revenue recognition

Effective January 1, 2018, the Company adopted ASC 606 — Revenue from Contracts with Customers. Under ASC 606, the Company recognizes revenue from the commercial sales of products by: (1) identify the contract (if any) with a customer; (2) identify the performance obligations in the contract (if any); (3) determine the transaction price; (4) allocate the transaction price to each performance obligation in the contract (if any); and (5) recognize revenue when each performance obligation is satisfied. The Company has no outstanding contracts with any of its’ customers. The Company recognizes revenue when title, ownership, and risk of loss pass to the customer, all of which occurs upon shipment or delivery of the product and is based on the applicable shipping terms.

Stock-based compensation

The Company accounts for its stock based compensation under the recognition and measurement principles of the fair value recognition provisions of Statement of Financial Accounting Standards No. 123 (revised 2004) “Share-Based Payment” (“SFAS No. 123R”)(ASC 718) using the modified prospective method for transactions in which the Company obtains employee services in share-based payment transactions and the Financial Accounting Standards Board Emerging Issues Task Force Issue No. 96-18 “Accounting For Equity Instruments That Are Issued To Other Than Employees For Acquiring, Or In Conjunction With Selling Goods Or Services” (“EITF No. 96-18”) for share-based payment transactions with parties other than employees provided in SFAS No. 123(R) (ASC 718). All transactions in which goods or services are the consideration received for the issuance of equity instruments are accounted for based on the fair value of the consideration received or the fair value of the equity instrument issued, whichever is more reliably measurable. The measurement date used to determine the fair value of the equity instrument issued is the earlier of the date on which the third-party performance is complete or the date on which it is probable that performance will occur.

Income taxes

The Company accounts for income taxes under Statement of Financial Accounting Standards No. 109 “Accounting for Income Taxes” (“SFAS No. 109”) (ASC 740). Deferred income tax assets and liabilities are determined based upon differences between the financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the statements of operations in the period that includes the enactment date.

Cash flows reporting

The Company follows the provisions of ASC 230 for cash flows reporting and accordingly classifies cash receipts and payments according to whether they stem from operating, investing, or financing activities and provides definitions of each category, and uses the indirect or reconciliation method (“Indirect method”) as defined by ASC 230 to report net cash flow from operating activities by adjusting net income to reconcile it to net cash flow from operating activities by removing the effects of (a) all deferrals of past operating cash receipts and payments and all accruals of expected future operating cash receipts and payments and (b) all items that are included in net income that do not affect operating cash receipts and payments.

Reporting segments

ASC 280 establishes standards for the way that public enterprises report information about operating segments in annual financial statements and requires reporting of selected information about operating segments in interim financial statements regarding products and services, geographic areas and major customers. ASC 280 defines operating segments as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performances. Currently, ASC 280 has no effect on the Company’s financial statements as substantially all of the Company’s operations are conducted in one industry segment.

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Concentrations of Credit Risk

The Company’s financial instruments that are exposed to concentrations of credit risk primarily consist of its cash and cash equivalents and related party payables it will likely incur in the near future. The Company places its cash and cash equivalents with financial institutions of high credit worthiness. At times, its cash and cash equivalents with a particular financial institution may exceed any applicable government insurance limits. The Company’s management plans to assess the financial strength and credit worthiness of any parties to which it extends funds, and as such, it believes that any associated credit risk exposures are limited.

Earnings (Loss) Per Share of Common Stock

The Company has adopted ASC 260-10-20, “Earnings per Share,” (“EPS”) which requires presentation of basic and diluted EPS on the face of the income statement for all entities with complex capital structures and requires a reconciliation of the numerator and denominator of the basic EPS computation to the numerator and denominator of the diluted EPS computation. In the accompanying financial statements, basic earnings (loss) per share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding during the period.

Recent Accounting Pronouncements

Other than the above there have been no recent accounting pronouncements or changes in accounting pronouncements during the six months ended June 30, 2023, that are of significance or potential significance to the Company.

NOTE 4 - PROPERTY AND EQUIPMENT

The following table represents the Company’s property and equipment as of June 30, 2023, and September 30, 2022:

	June 30, 2023			September 30, 2022
Property and equipment	$	230,900		$	230,900
Accumulated depreciation		(142,460	)		(107,910	)
Property and equipment, net	$	88,440		$	122,990

Depreciation expenses were $10,908 and $34,550 for the three and nine months ended June 30, 2023, respectively, and $11,903 and $35,711 for the three and nine months ended June 30, 2022, respectively.

NOTE 5 - RELATED PARTY TRANSACTIONS

Related Party agreements and fees

For the three and nine months ended June 30, 2023, and 2022, the Company recorded expenses to related parties in the following amounts:

	Three months ended June 30,				Nine months ended June 30,
Description	2023		2022		2023		2022
CEO-Management fees	$	45,000	$	60,000	$	150,000	$	263,000
Chief Technology Officer (CTO)		-		60,000		105,000		263,000
Chief Administration Officer (CAO), through January 31, 2023		-		45,000		55,000		210,000
Chief Operating Officer (COO)		30,000		-		50,000		-
Stock-based compensation expense, officers		339,008		39,063		431,755		117,189
Office rent and expenses		-		12,869		25,737		41,889
Total	$	414,008	$	216,932	$	817,492	$	895,078

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Effective June 1, 2021, the Company increased the monthly fee paid to its’ CEO and CTO, from $12,000 to $15,000, respectively. On January 1, 2022, the Company increased the monthly fee to $18,000 for the CEO and CTO, respectively, and on February 1, 2022, the monthly fee for the CEO and CTO was increased to $20,000. Effective January 1, 2023, the monthly fee for the CEO and CTO was reduced to $15,000. Effective April 1, 2023, the Company was no longer compensating the CTO and did not incur any additional office rent and expenses. For the nine months ended June 30, 2022, the Company also recorded bonus expenses of $100,000, $100,000, and $90,000 for the CEO, CTO and CAO, respectively. Included in the CAO’s compensation for the three and nine months ended June 30, 2022, is the amortization of stock-based compensation expense of $39,063 and $117,189, respectively.

Effective February 1, 2023, the Company entered a Consulting Executive Officer Agreement with a three- year term to an entity to provide the services of a Chief Operating Officer (the “COO”) of the Company. Pursuant to the agreement, the Company agreed to a monthly fee of $10,000, and the issuance of 250,000 shares per month, to be certificated semi-annually. Additionally, the Company granted an option to purchase 10,000,000 shares of the Company’s common stock at $0.02 per share with an expiry date of July 1, 2025 (the CYCA Option”). The CYCA option vests at the rate of 25% beginning on the first six-month anniversary of the agreement, as well as a warrant to purchase 250,000 shares of the Reticulate Micro common stock the Company owns (the “RM Warrant”). The RM warrant has an exercise price of $1.00 per share and an expiry date of July 1, 2025. For the three and nine months ended June 30, 2023, the Company recorded an expense of $33,675 and $56,200 related to the 250,000 shares per month. The Company valued the CYCA Option at $639,543 based on the Black-Scholes option pricing method and will be amortized through the term of the agreement, and accordingly, $53,295, and $88,825 is included in stock-based compensation expense for the three and nine months ended June 30, 2023. The Company valued the RM Warrant at $624,458 based on the Black-Scholes option pricing method and will be amortized through the term of the agreement, and accordingly, $52,038, and $86,730 is included in stock-based compensation expense for the three and nine months ended June 30, 2023. On May 11, 2023, the Company issued 5,000,000 shares to the Company’s COO as a bonus pursuant to their Consulting Agreement. The Company valued the shares at $0.04 per share and included stock-based compensation expense-related party of $200,000 for the three and nine months ended June 30, 2023.

On October 25, 2020, the Company entered a sublease with its CTO, whereby the Company agreed to an annual lease payment of $50,000. On October 26, 2021, renewed the lease for an additional year for $3,500 per month, and on October 26, 2022, the lease was renewed on a month-to-month basis. Included in office rent for the nine months ended June 30, 2023, is $21,000, and $10,500 and $35,663, for the three and nine months ended June 30, 2022, respectively.

Accounts payable, related parties

As of June 30, 2023, and September 30, 2022, the Company owes $458,453 and $180,407 respectively to related parties as follows:

	June 30, 2023		September 30, 2022
Management fees, Chief Executive Officer (CEO)	$	100,000	$	30,000
Bonus, CEO		70,000		100,000
Management fees, CTO		30,000		-
Stock payable, COO		56,200		-
Option expense		175,556
Bonus and accounts payable		26,697		50,407
Total	$	458,453	$	180,407

NOTE 6 – NOTE PAYABLE

On January 10, 2023, the Company entered into an 8%, $40,000 face value promissory note with a third-party lender with a maturity date the earlier of the Company raising $1,000,000 in debt or equity, or January 10, 2024. The lender may extend the maturity date for an additional one year at their option by providing 30 days written notice to the Company before the maturity date.

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NOTE 7 - CONVERTIBLE NOTES PAYABLE

On February 10, 2023, (the “Issuance Date”) the Company issued a convertible promissory note, in the principal amount of $50,000, to an investor. The note bears an interest rate of 18% per annum and matures on July 1, 2024. Interest payments are due quarterly. The Holder shall have the right to convert all or any part of the outstanding and unpaid principal, interest, and any other amounts due into fully paid and non-assessable shares of common stock of the Company or to the Class A common stock of Reticulate Micro (the “RM Stock”) owned by the Company. This note is convertible into shares of the Company’s common stock beginning on the Issuance Date at $0.025, or RM Stock at $1.00 per share. The note proceeds will be used by the Company for general working capital purposes. In conjunction with this note, the Company issued a warrant to purchase 2,000,000 shares of common stock at an exercise price of $0.025 with an expiration date of July 1, 2025, and a warrant to purchase 100,000 shares of RM Stock at $1.00 per share with an expiry date of July 1, 2025. The warrants issued to purchase the Company’s common stock and the RM Stock resulted in a debt discount of $43,416, with the offset to additional paid in capital. For the three and nine months ended June 30, 2023, amortization of the debt discounts of $7,793 and $11,989 was charged to interest expense. As of June 30, 2023, the outstanding principal balance of this note was $50,000 with a carrying value of $18,572, net of unamortized discounts of $31,428. The Company also agreed to pledge RM stock at $1.00 per share to equal the outstanding principal and interest due upon any defaults of the note.

On February 17, 2023, (the “Issuance Date”) the Company issued a convertible promissory note, in the principal amount of $25,000, to an investor. The note bears an interest rate of 18% per annum and matures on February 17, 2024. Interest payments are due quarterly. The Holder shall have the right to convert all or any part of the outstanding and unpaid principal, interest, and any other amounts due into fully paid and non-assessable shares of common stock of the Company or to the Class A common stock of Reticulate Micro (the “RM Stock”) owned by the Company. This note is convertible into shares of the Company’s common stock beginning on the Issuance Date at $0.025, or RM Stock at $1.00 per share. The note proceeds will be used by the Company for general working capital purposes. The Company also agreed to pledge RM stock at $1.00 per share to equal the outstanding principal and interest due upon any defaults of the note.

On February 24, 2023, (the “Issuance Date”) the Company issued a convertible promissory note, in the principal amount of $25,000, to an investor. The note bears an interest rate of 18% per annum and matures on February 24, 2024. Interest payments are due quarterly. The Holder shall have the right to convert all or any part of the outstanding and unpaid principal, interest, and any other amounts due into fully paid and non-assessable shares of common stock of the Company or to the Class A common stock of Reticulate Micro (the “RM Stock”) owned by the Company. This note is convertible into shares of the Company’s common stock beginning on the Issuance Date at $0.025, or RM Stock at $1.00 per share. The note proceeds will be used by the Company for general working capital purposes. The Company also agreed to pledge RM stock at $1.00 per share to equal the outstanding principal and interest due upon any defaults of the note.

On February 28, 2023, (the “Issuance Date”) the Company issued a convertible promissory note, in the principal amount of $10,000, to an investor. The note bears an interest rate of 18% per annum and matures on February 28, 2024. Interest payments are due quarterly. The Holder shall have the right to convert all or any part of the outstanding and unpaid principal, interest, and any other amounts due into fully paid and non-assessable shares of common stock of the Company or to the Class A common stock of Reticulate Micro (the “RM Stock”) owned by the Company. This note is convertible into shares of the Company’s common stock beginning on the Issuance Date at $0.025, or RM Stock at $1.00 per share. The note proceeds will be used by the Company for general working capital purposes. The Company also agreed to pledge RM stock at $1.00 per share to equal the outstanding principal and interest due upon any defaults of the note.

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On March 3, 2023, (the “Issuance Date”) the Company issued a convertible promissory note, in the principal amount of $50,000, to an investor. The note bears an interest rate of 18% per annum and matures on July 1, 2024. Interest payments are due quarterly. The Holder shall have the right to convert all or any part of the outstanding and unpaid principal, interest, and any other amounts due into fully paid and non-assessable shares of common stock of the Company or to RM Stock owned by the Company. This note is convertible into shares of the Company’s common stock beginning on the Issuance Date at $0.025, or RM Stock at $1.00 per share. The note proceeds will be used by the Company for general working capital purposes. In conjunction with this note, the Company issued a warrant to purchase 2,000,000 shares of common stock at an exercise price of $0.025 with an expiration date of July 1, 2025, and a warrant to purchase 100,000 shares of RM Stock at $1.00 per share with an expiry date of July 1, 2025. The warrants issued to purchase the Company’s common stock and the RM Stock resulted in a debt discount of $43,585, with the offset to additional paid in capital. For the three and nine months ended June 30, 2023, amortization of the debt discounts of $8,161 and $10,672 was charged to interest expense. As of June 30, 2023, the outstanding principal balance of this note was $50,000 with a carrying value of $17,087, net of unamortized discounts of $32,913. The Company also agreed to pledge RM stock at $1.00 per share to equal the outstanding principal and interest due upon any defaults of the note.

On May 3, 2023, (the “Issuance Date”) the Company issued a convertible promissory note, in the principal amount of $50,000, to an investor. The note bears an interest rate of 18% per annum and matures on May 3, 2024. Interest payments are due quarterly. The Holder shall have the right to convert all or any part of the outstanding and unpaid principal, interest, and any other amounts due into fully paid and non-assessable shares of common stock of the Company or to RM Stock owned by the Company. This note is convertible into shares of the Company’s common stock beginning on the Issuance Date at $0.025, or RM Stock at $1.00 per share. The note proceeds will be used by the Company for general working capital purposes. The Company also agreed to pledge RM stock at $1.00 per share to equal the outstanding principal and interest due upon any defaults of the note.

On June 16, 2023, (the “Issuance Date”) the Company issued a convertible promissory note, in the principal amount of $500,000, to an investor. The note bears an interest rate of 18% per annum and matures on June 16, 2024. Interest payments are due quarterly. The Holder shall have the right to convert all or any part of the outstanding and unpaid principal, interest, and any other amounts due into fully paid and non-assessable shares of common stock of the Company or to RM Stock owned by the Company. This note is convertible into shares of the Company’s common stock beginning on the Issuance Date at $0.025, or RM Stock at $1.00 per share. The note proceeds will be used by the Company for general working capital purposes. The Company also agreed to pledge RM stock at $1.00 per share to equal the outstanding principal and interest due upon any defaults of the note.

The Company has the following convertible notes payable outstanding as of June 30, 2023:

SCHEDULE OF NOTES PAYABLE

Convertible note payable, interest at 18%, matures February 17, 2024	$	25,000
Convertible note payable, interest at 18%, matures February 24, 2024		25,000
Convertible note payable interest at 18%, matures February 28, 2024		10,000
Convertible note payable interest at 18%, matures May 3, 2024		50,000
Convertible note payable interest at 18%, matures June 16, 2024		500,000
Convertible note payable $50,000 face value, interest at 18%, matures July 1, 2024, net of discount of $31,427		18,573
Convertible note payable $50,000 face value, interest at 18%, matures July 1, 2024, net of discount of $32,913		17,087
Sub-total notes payable, net of discount of $64,340		645,660
Less long-term portion, net of discount of $64,340		35,660
Current portion of notes payable	$	610,000

NOTE 8 - CAPITAL STOCK

Common Stock

The Company has authorized 500,000,000 common shares, par value $0.001. Each common share entitles the holder to one vote, in person or proxy, on any matter on which action of the stockholders of the corporation is sought. As of June 30, 2023, and September 30, 2022, there were 403,103,420 and 379,760,670, respectively, common shares issued and outstanding.

As of June 30, 2023, pursuant to consulting agreements, the Company recorded stock-based compensation of $139,825 and recorded a liability for the issuance of 1,325,000 shares of common stock to be issued.

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During the nine months ended June 30, 2023, the following shares of common stock were issued:

	·	17,750,000 shares of common issued for services. The Company valued the shares at $1,082,575 based on the price of the common stock on the date the Company agreed to issue the shares.

	·	750,000 shares issued for payment of $30,000 of accounts payable. The value of the shares issued was $39,375 based upon the share price of the Company’s common stock on the date the Company agreed to issue the common stock. The Company included $9,375 in loss on debt extinguishment for the nine months ended June 30, 2023.
	·	288,000 shares of common issued for payment of $7,200 of accrued interest on convertible notes. The Company valued the shares at $11,812 based on the price of the common stock on the date the Company agreed to issue the shares. The Company included $4,612 in loss on debt extinguishment for the three and nine months ended June 30, 2023.
	·	54,750 shares of common stock were issued in settlement of stock payable.

	·	4,000,000 shares of common stock were issued pursuant to a stock subscription agreement. The Company sold the shares for $0.02 and sold 1) warrants to purchase 4,000,000 shares of common stock for $10,000. The warrant has an exercise price of $0.02 and expires July 1, 2024. The Company also sold for $10,000 warrants to purchase 200,000 shares of RM Stock for $1.00 with an expiry date of July 1, 2024.

Preferred Stock

The Company has 100,000,000 shares authorized as preferred stock, par value $0.001 (the “Preferred Stock”), which such Preferred Stock shall be issuable in such series, and with such designations, rights and preferences as the Board of Directors may determine from time to time.

Series C Preferred Stock

Under the terms of the Certificate of Designation of Series C Preferred Stock, 12,000,000 shares of the Company’s preferred shares are designated as Series C Preferred Stock. Each share of Series C Preferred Stock is convertible into one hundred shares Common Stock and each share of Series C Preferred Stock is entitled to one hundred votes. As of June 30, 2023, and September 30, 2022, there were 600,000 shares of Series C Preferred Stock issued and outstanding.

Series D Preferred Stock

On September 30, 2020, the Company filed an Amended and Restated Certificate of Designation with the State of Nevada of the Company’s Series D Preferred Stock. Under the terms of the Amendment to Certificate of Designation of Series D Preferred Stock, 50,000 shares of the Company’s preferred shares are designated as Series D Preferred Stock. Each share of Series D Preferred Stock is convertible into one share of fully paid and non-assessable Common Stock. For so long as any shares of the Series D Preferred Stock remain issued and outstanding, the Holders thereof, voting separately as a class, shall have the right to vote on all shareholder matters equal to two times the sum of all the number of shares of other classes of Corporation capital stock eligible to vote on all matters submitted to a vote of the stockholders of the Corporation. On September 30, 2020, the Company issued 50,000 shares of Series D Preferred Stock to a Company controlled by the Company’s CEO, in satisfaction of $1,347,894 of capital stock to be issued. As of June 30, 2023, and September 30, 2022, there were 50,000 shares of Series D Preferred Stock issued and outstanding.

Series E Preferred Stock

On June 2, 2021, the Company filed a Certificate of Designation with the State of Nevada. Under the terms of the Certificate of Designation 13,650,000 (as amended on June 10, 2021) were designated as Series E Preferred Stock. Each share of Series E Preferred Stock is convertible into one share of fully paid and non-assessable Common Stock. For so long as any shares of the Series E Preferred Stock remain issued and outstanding, the Holders thereof, voting separately as a class, shall have the right to vote one share on all matters submitted to a vote of the stockholders of the Corporation. As of June 30, 2023, and September 30, 2022, there were no shares of Series E Preferred stock issued and outstanding.

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Series F Preferred Stock

On November 24, 2021, the Company filed a Certificate of Designation with the State of Nevada. Under the terms of the Certificate of Designation 59,270,000 were designated as Series F Preferred Stock. Each share of Series F Preferred Stock is convertible into one share of fully paid and non-assessable Common Stock at any time by the holder. For so long as any shares of the Series F Preferred Stock remain issued and outstanding, the Holders thereof, voting separately as a class, shall have the right to vote one share on all matters submitted to a vote of the stockholders of the Corporation. The Series F Preferred Stock automatically converts to common stock after the shares of common stock closing market price is at least $0.20 for twenty (20) consecutive trading days. As of June 30, 2023, and September 30, 2022, there were no shares of Series F Preferred Stock issued and outstanding.

Stock Payable (Capital stock to be issued)

As of September 30, 2021, the Company had $323,583 of capital stock to be issued. During the year ended September 30, 2022, 4,000,000 shares of common stock was issued, which reduced the capital stock to be issued by $268,833. During the six months ended March 31, 2023, the Company issued 54,750 shares of common stock. As of June 30, 2023, and September 30, 2022, the Company has $-0- and $54,750, respectively, of capital stock to be issued, which is included in the liability section of the balance sheets presented herein.

Stock Options

On February 1, 2023, pursuant to a three-year consulting agreement, the Company granted an option to purchase 10,000,000 shares of common stock with an exercise price of $0.02 and an expiration date of July 1, 2025. The options vest over a two-year period at the rate of 25% every six months beginning on the six-month anniversary date of the agreement. The Company valued the option at $639,543 and will amortize the value over the three-year term of the agreement. For the three and nine months ended June 30, 2023, the Company has included $53,295 and $88,825 in stock-based compensation expense, related party.

On March 3, 2023, pursuant to a one-year consulting agreement, the Company granted an option to purchase 10,000,000 shares of common stock with an exercise price of $0.02 and an expiration date of July 1, 2025. The options vest over a two-year period at the rate of 25% every six months beginning on the six-month anniversary date of the agreement. The Company valued the option at $449,651 and will amortize the value over the one-year term of the agreement. For the three and nine months ended June 30, 2023, the Company has included $112,413 and $149,884 in stock-based compensation expense.

The following table summarizes activities related to stock options of the Company for the nine months ended June 30, 2023.

	Number of Options		Weighted- Average Exercise Price per Share		Weighted- Average Remaining Life (Years)
Outstanding at October 1, 2022		-	$	-		-
Issued		20,000,000	$	0.02		2.37
Outstanding at June 30, 2023		20,000,000	$	0.02		2.01
Exercisable at June 30, 2023		-0-	$	-0-		-

As of June 30, 2023, 20,000,000 options to purchase shares of common stock remain unvested and $850,485 of stock compensation expense remains unrecognized and is being expensed over a weighted average period of 2.37 years from the date of the grant.

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Warrants

On February 1, 2023, pursuant to a three-year consulting agreement, the Company granted a warrant to purchase 250,000 shares of RM common stock with an exercise price of $1.00 and an expiration date of July 1, 2025. The Company valued the warrant at $624,458 and will amortize the value over the three-year term of the agreement. For the three and nine months ended June 30, 2023, the Company has included $52,038 and $86,730 in stock-based compensation expense, related party.

On February 8, 2023, an investor paid $5,000 to acquire a warrant to purchase 2,000,000 shares of common stock. The warrant has an exercise price of $0.02 per share and expires July 1, 2024. The Company also issued a warrant to purchase 100,000 shares of RM Stock, with an exercise price of $1.00 and an expiration date of July 1, 2024.

On February 10, 2023, pursuant to a convertible note with a current shareholder of the Company, the Company issued a warrant to the investor to purchase 2,000,000 shares of common stock at an exercise price of $0.025 per share and an expiration date of July 1, 2025. The Company valued the warrant at $79,914, based on the Black Scholes option pricing model. The Company also issued a warrant to purchase 100,000 shares of RM Stock at an exercise price of $1.00 and an expiration date of July 1, 2025. The Company valued the RM Stock warrant at $249,811, based on the Black Scholes option pricing model. The Company applied $43,416 to the note as a discount based on the allocations of the fair values of the warrants and the note. The Company will charge the note discount to interest expense over the term of the note. For the three and nine months ended June 30, 2023, the Company recorded interest expense of $7,793 and $11,989, respectively.

On March 1, 2023, an investor paid $5,000 to acquire a warrant to purchase 2,000,000 shares of common stock. The warrant has an exercise price of $0.02 per share and expires July 1, 2024. The Company also issued a warrant to purchase 100,000 shares of RM Stock, with an exercise price of $1,00 and an expiration date of July 1, 2024.

On March 3, 2023, pursuant to a convertible note with a current shareholder of the Company, the Company issued a warrant to the investor to purchase 2,000,000 shares of common stock at an exercise price of $0.025 per share and an expiration date of July 1, 2025. The Company valued the warrant at $89,916, based on the Black Scholes option pricing model. The Company also issued a warrant to purchase 100,000 shares of RM Stock at an exercise price of $1.00 and an expiration date of July 1, 2025. The Company valued the RM Stock warrant at $249,822, based on the Black Scholes option pricing model. The Company applied $43,585 to the note as a discount based on the allocations of the fair values of the warrants and the note. The Company will charge the note discount to interest expense over the term of the note. For the three and nine months ended June 30, 2023, the Company recorded interest expenses of $8,161 and $10,672, respectively.

On March 3, 2023, pursuant to a one-year consulting agreement with a Company shareholder, the Company issued to the shareholder a warrant to purchase 250,000 shares of RM Stock with an exercise price of $1,00 and an expiration date of July 1, 2025. The Company valued the warrant at $624,556 and will amortize the value over the one-year term of the agreement. For the three and nine months ended June 30, 2023, the Company has included $156,139 and $208,185 in stock-based compensation expenses.

The following table summarizes activities related to warrants of the Company for the nine months ended June 30, 2023.

	Number of Warrants		Weighted Average Exercise Price Per Share		Weighted Average Remining Life (Years)
Outstanding at October 1, 2022	-0-		$	-0-	-0-
Issued		8,000,000		0.0225		1.86
Outstanding and exercisable at June 30, 2023		8,000,000	$	0.0225		1.51

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The following table summarizes activities related to warrants to purchase RM Stock from the Company for the nine months ended June 30, 2023.

	Number of Warrants		Weighted Average Exercise Price Per Share		Weighted Average Remining Life (Years)
Outstanding at October 1, 2022	-0-		$	-0-	-0-
Issued		900,000		1.00		2.15
Outstanding and exercisable at June 30, 2023		900,000	$	1.00		1.78

NOTE 9 - COMMITMENTS AND CONTINGENCIES

On November 24, 2020, a plaintiff (the “Plaintiff”) filed a complaint in the State District Court for Clark County, Nevada, naming Cytta as a Defendant. The Plaintiff contended that the Company had breached a written contract, or, in the alternative was liable to the Plaintiff for unjust enrichment. Cytta contended that no contract formation had ever occurred and that it had not been unjustly enriched by the Plaintiff. On or about January 15, 2021, the Defendant filed an Answer and Counterclaim in the litigation and contended that in fact the Plaintiff owed money to Cytta. A bench trial was held in June of 2022. In May of 2023, the Court which had presided over the bench trial ruled against the Plaintiff and in favor of Cytta, as to all the Plaintiff’s claims against Cytta, all of which were rejected. The Court also awarded damages to Cytta, and against the Plaintiff, on one of Cytta’s counterclaims, and subsequently also ruled that Cytta is entitled to recover certain of its costs and fees from the Plaintiff. The Plaintiff’s lawyer has subsequently withdrawn from representing the Plaintiff, and the Plaintiff has filed a pro se appeal without a lawyer. Cytta will not be required to respond to the pro se Plaintiff’s appeal brief unless directed by the Nevada Supreme Court to do so.

On July 19, 2022, the Company entered an Investor Awareness Advisory Services Agreement with a third party. Pursuant to the agreement in exchange for $10,000 per month over the three-month term (the “Term”) of the agreement, the third party will provide investor awareness advisory services (the “Services”). In addition, at the end of the Term, based upon the Company’s satisfaction with the Services, the Company will issue 500,000 shares of common stock to the provider’s designee. The shares were issued in December 2022.

On August 4, 2022 (the “Effective Date”), the Company entered a Consulting Agreement with a third party. Pursuant to the agreement in exchange for 1,300,000 shares of restricted common stock over the one-year term of the agreement, the third party will provide financial consulting services to the Company. The shares are to be issued on a pro-rata basis, whereby the initial shares were issued on August 8, 2022, with an additional issuance of 325,000 shares to be issued every 90 days thereafter. On December 2, 2022, and February 14, 2023, the Company issued the second and third tranches, respectively, of 325,000 shares. For the three and nine months ended June 30, 2023, the Company recorded stock-based compensation expense of $50,050 for accruing the next issuance of 325,000 shares of common stock to be issued.

On November 16, 2022 (the “Effective Date”), the Company entered a Consulting Agreement with a third party. Pursuant to the agreement in exchange for 1,000,000 shares of restricted common stock over the one-year term of the agreement the third party will provide financial consulting services to the Company. On December 5, 2022, the Company issued 500,000 shares and agreed to issue 250,000 shares each at the beginning of months seven and eight of the agreement. For the three and nine months ended June 30, 2023, the Company recorded an expense of $43,000 for accruing the next issuance of 500,000 shares of common stock to be issued.

On December 2, 2022 (the “Effective Date”), the Company entered a Consulting Agreement with a third party. Pursuant to the agreement in exchange for 1,000,000 shares of restricted common stock. The shares were issued March 22, 2023.

On December 5, 2022, the Company issued 1,200,000 shares of common stock for services rendered pursuant to a consulting agreement. The Company also agreed to pay a monthly fee of $5,000 per month. Additionally for the nine months ended June 30, 2023, the Company recorded stock compensation expense of $55,393, for the obligation to issue 500,000 shares of restricted common stock. The shares were issued February 14, 2023.

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On March 3, 2023, the Company entered a Consulting Agreement with an investor. Pursuant to the agreement, the Company issued 2,000,000 shares of common stock for one year of services. The Company valued the shares at $80,000 based on the price of the common stock on the date the Company agreed to issue the common stock. The Company also issued the consultant 1) an option to purchase 10,000,000 shares of the Company’s common stock at an exercise price of $0.02 per share with an expiry date of July 1, 2025. The options vest over the two-year period in 25% increments beginning on the six- month anniversary of the agreement and 2) an option to purchase 250,000 shares of RM Stock at an exercise price of $1.00 per share with an expiry date of July 1, 2025. The warrant to purchase the Company’s common stock was valued at $449,651 based on the Black Scholes option pricing model and will be amortized over the one-year term of the agreement. For the three and nine months ended June 30, 2023, $112,413 and $149,884 is included in stock-based compensation expense. The warrant to purchase the RM Stock was valued at $624,556 based on the Black Scholes option pricing model and will be amortized over the one-year term of the agreement. For the three and nine months ended June 30, 2023, $156,139 and $208,185 is included in stock-based compensation expense. On May 11, 2023, the Company issued an additional 5,000,000 shares to the Consultant. The Company valued the shares at $0.04 per share and included stock-based compensation expense-related party of $200,000 for the three and nine months ended June 30, 2023.

NOTE 10 – LICENSE AGREEMENT

On August 9, 2022, the Company signed an Intellectual Property License Agreement (the “IPLA”) with Reticulate Micro, Inc. (“RM”). Pursuant to the ten-year term (the “Term”) of IPPA, RM agreed to issue to the Company 5,100,000 shares of RM’s Class A Common Stock and a royalty of 5% of net sales during the Term in exchange for the licensing of the Company’s technology related to its’ SUPR ISR (the Superior Utilization of Processing Resources- Intelligence, Surveillance and Reconnaissance).

RM, a Nevada corporation, was formed on June 22, 2022. Mr. Collins, the Company’s’ CTO was a co-founder, and the former Director and President and Treasurer of RM. Mr. Chermak, the Company’s former COO is a co-founder, Director and Vice-president and Secretary of RM. Mr. Ansari is a co-founder and former Director of RM. RM had initially issued 1,600,000, 1,000,000 and 1,000,000 shares of Class B Common Stock to Mr. Collins. Mr. Chermak and Mr. Ansari, respectively. On May 15, 2023, Mr. Collins cancelled his 1,600,000 shares of Class B common stock in exchange for 200,000 shares of Class A common stock. As of June 30, 2023, and September 30, 2022, RM has 2,000,000 and 3,600,000 Class B Common Stock shares outstanding, respectively. Each share of the Class B Common Stock has voting rights whereby each share of Class B Common Stock equals 100 voting shares. As of June 30, 2023, and September 30, 2022, RM had 8,257,714 and 5,100,000 Class A common stock shares issued and outstanding, respectively. Accordingly, as of June 30, 2023, and September 30, 2022, the Company’s 5,100,000 shares of Class A Common Stock represent approximately 2.44% % and 1.4%, respectively of the voting stock of RM. Each share of the Class B Common stock is also convertible into one share of Class A Common Stock.

The Company accounts for its interest in RM under the cost method of accounting. Due to RM just being formed at the time of the license agreement no value has been assigned to the investment.

NOTE 11 - INCOME TAXES

The Company provides for income taxes under ASC 740, Accounting for Income Taxes. ASC 740 requires the use of an asset and liability approach in accounting for income taxes. Deferred tax assets and liabilities are recorded based on the differences between the financial statement and tax bases of assets and liabilities and the tax rates in effect when these differences are expected to reverse. ASC 740 requires the reduction of deferred tax assets by a valuation allowance if, based on the weight of available evidence, it is more likely- than not that some or all of the deferred tax assets will not be realized.

In assessing the need for a valuation allowance, management must determine that there will be sufficient taxable income to allow for the realization of deferred tax assets. Based upon the historical and anticipated future income, management has determined that the deferred tax assets do not meet the more-likely-than-not threshold for realizability. Accordingly, there is a full valuation allowance provided against the Company’s deferred tax assets as of June 30, 2023, and September 30, 2022.

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As of June 30, 2023, and September 30, 2022, the Company has approximately $8,994,000 and $7,804,000, respectively, net operating loss carryforwards available to reduce future taxable income. As of June 30, 2023, and September 30, 2022, the Company has no material unrecognized tax benefits which would favorably affect the effective income tax rate in future periods and does not believe that there will be any significant increases or decreases of unrecognized tax benefits within the next twelve months. No interest or penalties relating to income tax matters have been imposed on the Company during the nine months ended June 30, 2023, and 2022, and no provision for interest and penalties is deemed necessary as of June 30, 2023, and September 30, 2022.

NOTE 12 - DEFERRED REVENUE

During the nine months ended June 30, 2023, the Company delivered $32,470 in the aggregate of software products to customers under one year subscription periods. The Company records the agreed amounts over the one-year term of the subscription agreements as deferred revenue, classified as a liability on the balance sheet, and amortizes the deferred revenue over the subscription period. For the three and nine months ended June 30, 2023, the Company recognized $8,117 and $21,941, respectively, of revenue from these agreements. For the three and nine months ended June 30, 2022, the Company recognized $936 and $2,809, respectively, of revenue from these agreements. As of June 30, 2023, the balance of deferred revenues of $10,528 is included in the balance sheet.

NOTE 13 - SUBSEQUENT EVENTS

On July 10, 2023, the Company issued 15,000,000 shares of restricted common stock to the Company’s COO as a bonus pursuant to their agreement.

On July 10, 2023, the Company issued 250,000 shares of restricted common stock in settlement of a consulting agreement.

On August 2, 2023, (the “Issuance Date”) the Company issued a convertible promissory note, in the principal amount of $5,000, to an investor. The note bears an interest rate of 18% per annum and matures on August 2, 2024. Interest payments are due quarterly. The Holder shall have the right to convert all or any part of the outstanding and unpaid principal, interest, and any other amounts due into fully paid and non-assessable shares of common stock of the Company or to the Class A common stock of Reticulate Micro (the “RM Stock”) owned by the Company. This note is convertible into shares of the Company’s common stock beginning on the Issuance Date at $0.025, or RM Stock at $1.00 per share.

On August 7, 2023, (the “Issuance Date”) the Company issued a convertible promissory note, in the principal amount of $500,000, to an investor. The note bears an interest rate of 18% per annum and matures on August 7, 2024. Interest payments are due quarterly. The Holder shall have the right to convert all or any part of the outstanding and unpaid principal, interest, and any other amounts due into fully paid and non-assessable shares of common stock of the Company or to the Class A common stock of Reticulate Micro (the “RM Stock”) owned by the Company. This note is convertible into shares of the Company’s common stock beginning on the Issuance Date at $0.025, or RM Stock at $1.00 per share.

The Company has evaluated subsequent events through the date the financial statements were issued. The Company has determined that there are no other such events that warrant disclosure or recognition in the financial statements.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

The following is management’s discussion and analysis of certain significant factors that have affected our financial position and operating results during the periods included in the accompanying condensed consolidated financial statements, as well as information relating to the plans of our current management. This report includes forward-looking statements. Generally, the words “believes,” “anticipates,” “may,” “will,” “should,” “expect,” “intend,” “estimate,” “continue,” and similar expressions or the negative thereof or comparable terminology are intended to identify forward-looking statements. Such statements are subject to certain risks and uncertainties, including the matters set forth in this report or other reports or documents we file with the Securities and Exchange Commission from time to time, which could cause actual results or outcomes to differ materially from those projected. Undue reliance should not be placed on these forward-looking statements which speak only as of the date hereof. We undertake no obligation to update these forward-looking statements.

Although the Company believes that the expectations reflected in the forward-looking statements are reasonable, the Company cannot guarantee future results, levels of activity, performance, or achievements. Except as required by applicable law, including the securities laws of the United States, the Company does not intend to update any of the forward-looking statements to conform these statements to actual results.

Our financial statements are prepared in accordance with accounting principles generally accepted in the United States (“GAAP”). These accounting principles require us to make certain estimates, judgments, and assumptions. We believe that the estimates, judgments, and assumptions upon which we rely are reasonable based upon information available to us at the time that these estimates, judgments, and assumptions are made. These estimates, judgments, and assumptions can affect the reported amounts of assets and liabilities as of the date of the financial statements as well as the reported amounts of revenues and expenses during the periods presented. Our financial statements would be affected to the extent there are material differences between these estimates.

The following discussion should be read in conjunction with our unaudited financial statements and the related notes that appear elsewhere in this Quarterly Report on Form 10-Q.

THE COMPANY

Results of Operations for the three and nine months ended June 30, 2023, and 2022:

Revenues were $8,117 and $11,941 for the three and nine months ended June 30, 2023, respectively, compared to $936 and $2,809 for the three and nine months ended June 30, 2022, respectively. All of the revenue for the three and nine months ended June 30, 2023, and 2022, was the result of the recognition of deferred revenue of subscription agreements.

Revenues consist of our proprietary software, integration consulting services, tech support and product maintenance billed to the customer. Revenues increased for the three and nine months ended June 30, 2023, compared to the three and nine months ended June 30, 2022, due to an increase in customers and the associated deferred revenue recognized on subscription agreements entered and being recognized in the current three and nine months.

Operating expenses increased by $101,768 for the three months ended June 30, 2023 compared to the three months ended June 30, 2022, and decreased by $775,522 for the nine months ended June 30, 2023, compared to the nine months ended June 30, 2022, as shown in the table below:

	Three months ended June 30,				Nine months ended June 30,
Description	2023		2022		2023		2022
Related party expenses (excluding stock-based expenses)	$	75,000	$	177,869	$	385,737	$	777,889
Stock based expenses		608,377		444,319		1,445,237		1,733,661
Stock based compensation, officers		339,008		39,063		431,755		117,189
Professional fees		58,037		152,254		171,592		358,173
Consulting expenses		112,000		124,839		311,887		190,539
Depreciation expense		10,909		11,904		34,550		35,712
Equipment and demo expenses		399		44,894		26,184		204,839
General and Administrative, officers		5,234		11,958		13,128		30,545
Auto, travel and entertainment		9,606		27,812		57,038		82,239
Rent expense		6,515		6,446		19,206		15,175
Investor relations		27,855		20,757		78,267		58,504
Other operating expenses		24,148		113,205		69,071		214,709
Total	$	1,277,088	$	1,175,320	$	3,043,652	$	3,819,174

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For the three and nine months ended June 30, 2023, and 2022, the Company recorded expenses to related parties in the following amounts:

	Three months ended June 30,				Nine months ended June 30,
Description	2023		2022		2023		2022
CEO-Management fees	$	45,000	$	60,000	$	150,000	$	263,000
Chief Technology Officer (CTO)		-		60,000		105,000		263,000
Chief Administration Officer (CAO)		-		45,000		55,000		210,000
Chief Operation Officer (COO)		30,000		-		50,000		-
Office rent and expenses		-		12,869		25,737		41,889
Total	$	75,000	$	177,869	$	385,737	$	777,889

On October 25, 2020, the Company entered a sublease with its CTO, whereby the Company agreed to an annual lease payment of $50,000. On October 26, 2021, the Company renewed the lease for an additional year for $3,500 per month, and on October 26, 2022, the lease was renewed on a month-to-month basis. The Company ceased thee month to month lease after March 1, 2023. Included in office rent for the three and nine months ended June 30, 2023, is $-0- and $21,000 respectively, and $10,500 and $35,663, for the three and nine months ended June 30, 2022, respectively.

Stock based compensation, officers for the three and nine months ended June 30, 2023, was comprised pursuant to the agreement with the COO to issue 250,000 shares per month, to be certificated semi-annually. Additionally, the Company granted an option to purchase 10,000,000 shares of the Company’s common stock at $0.02 per share with an expiry date of July 1, 2025 (the CYCA Option”). The CYCA option vests at the rate of 25% beginning on the first six-month anniversary of the agreement, as well as an option to purchase 250,000 shares of the Reticulate Micro common stock the Company owns (the “RM Option”). The RM option has an exercise price of $1.00 per share and an expiry date of July 1, 2025. For the three and nine months ended June 30, 2023, the Company recorded an expense of $33,675 and $56,200 related to the 250,000 shares per month. The Company valued the CYCA Option at $639,543 based on the Black-Scholes option pricing method and will be amortized through the term of the agreement, and accordingly, $35,530 is included in stock-based compensation expense for the three and nine months ended June 30, 2023. The Company valued the RM Option at $624,458 based on the Black-Scholes option pricing method and will be amortized through the term of the agreement, and accordingly, $52,038, and $86,730 is included in stock-based compensation expense for the three and nine months ended June 30, 2023. On May 11, 2023, the Company issued 5,000,000 shares to the Company’s COO as a bonus pursuant to their Consulting Agreement. The Company valued the shares at $0.04 per share and included stock-based compensation expense-related party of $200,000 for the three and nine months ended June 30, 2023.

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Stock based compensation, officers for the three and nine months ended June 30, 2022, included the amortization of stock-based compensation expense of $39,063 and $117,189, respectively, for shares previously issued to the CAO.

Stock based expense for the three and nine months ended June 30, 2023, were related to shares issued to consultants of $200,000 and $802,950, respectively, as well as the amortization of warrants of $268,552 and $502,462 for the three and nine months ended June 30, 2023. Additionally, for the three and nine months ended June 30, 2023, the Company recorded stock-based compensation expense of $139,825 and recorded accrued liabilities for the stock to be issued. Stock-based expenses for the three and nine months ended June 30, 2022, of $210,844 and $1,382,686 were related to the amortization of stock-based compensation as well as the expense of $233,475 and $350,975 for shares issued and expensed for the three and nine months ended June 30, 2022.

Professional fees decreased in the current periods compared to the prior periods, substantially due to lower legal fees due to less costs associated with the Skoblow case in the current periods.

Consulting expenses decreased during the three months ended June 30, 2023, compared to the three months ended June 30, 2022, and increased for the nine months ended June 30, 2023, compared to the nine months ended June 30, 2022. For the nine months ended June 30, 2023, additional consulting costs related to sales and marketing and finance of $120,848 were recognized compared to the nine months ended June 30, 2022.

During the three and nine months ended June 30, 2023, equipment and demo expenses decreased due to the Company during the three- and nine-months ending June 30, 2022, sent existing inventory out for demo purposes.

Investor relations fees increased for the three- and nine-months ending June 30, 2023, compared to the three- and nine-months ending June 30, 2022. The three and nine-month increases were primarily a result of the Company engaging additional consultants as well as the Company attending trade shows and conferences to expose the Company to potential investors.

Other expense, net, for the three and nine months ended June 30, 2023, was $34,046 and $45,325, respectively, compared to $22 and $48,157, respectively, for the three and six months ended June 30, 2022.

	Three months ended June 30,					Nine months ended June 30,
	2023			2022		2023			2022
Interest expense	$	29,528		$	22	$	31,487		$	330
Loss on debt extinguishment		4,613			-		13,988			-
Dividend expense		-			-		-			48,491
Interest income		(95	)		-		(150	)		(664	)
Total other expense	$	34,046		$	22	$	45,325		$	48,157

The increase in interest expense for the three months ended June 30, 2023, is primarily a result of the interest on convertible notes issued in the nine months ended June 30, 2023, as well as the amortization of note discounts. The decrease in other expenses for the nine months ended June 30, 2023, compared to the nine months ended June 30, 2022, is a result of the dividends recorded in the nine months ended June 30, 2022, were higher than the interest expense recorded for the nine months ended June 30, 2023, on the new notes issued in the current period.

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The following tables set forth key components of our balance sheet as of June 30, 2023, and September 30, 2022.

	June 30, 2023			September 30, 2022

Current Assets	$	602,395		$	788,019

Property and Equipment	$	88,440		$	122,990

Total Assets	$	690,835		$	911,009

Current Liabilities	$	1,829,513		$	449,217

Total Liabilities	$	1,865,173		$	449,217

Stockholders’ Equity (Deficit)	$	(1,174,338	)	$	461,792

Total Liabilities and Stockholders’ Equity	$	690,835		$	911,009

Liquidity and Capital Resources

As of June 30, 2023, we had limited operating capital. Our current capital and our other existing resources will not be sufficient to provide the working capital needed for our current business. Additional capital will be required to meet our obligations, and to further expand our business. We may be unable to obtain the additional capital required. Our inability to generate capital or raise additional funds when required will have a negative impact on our business development and financial results. These conditions raise substantial doubt about our ability to continue as a going concern as well as our recurring losses from operations and the need to raise additional capital to fund operations. This “going concern” could impair our ability to finance our operations through the sale of debt or equity securities.

As of June 30, 2023, we had cash of $487,018 compared to $755,122 on September 30, 2022. As of June 30, 2023, we had current assets of $602,395 and current liabilities of $1,829,513, which resulted in working capital deficiency of $1,227,118. The current liabilities are comprised of accounts payable, accounts payable-related parties, accrued expenses, note payable, convertible notes payable and deferred revenue.

In December 2019, a novel strain of coronavirus (COVID-19) emerged. Because COVID-19 infections have been reported throughout the United States, certain federal, state and local governmental authorities have issued stay-at-home orders, proclamations and/or directives aimed at minimizing the spread of COVID-19. The ultimate impact of the COVID-19 pandemic on the Company’s operations is unknown and will depend on future developments, which are highly uncertain and cannot be predicted with confidence, including the duration of the COVID-19 outbreak, new information which may emerge concerning the severity of the COVID-19 pandemic, and any additional preventative and protective actions that governments, or the Company, may direct, which may result in an extended period of continued business disruption, and reduced operations. Any resulting financial impact cannot be reasonably estimated at this time but it may have a material adverse impact on our business, financial condition and results of operations. Management expects that its business will be impacted to some degree, but the significance of the impact of the COVID-19 outbreak on the Company’s business and the duration for which it may have an impact cannot be determined at this time.

Operating Activities

For the nine months ended June 30, 2023, net cash used in operating activities was $1,118,104 compared to $1,567,329 for the nine months ended June 30, 2022. For the nine months ended June 30, 2023, our net cash used in operating activities was primarily attributable to the net loss of $3,067,036 adjusted by stock-based compensation of $1,876,993, depreciation of $34,550, and non-cash interest expense of $22,661. Net changes of $14,728 in operating assets and liabilities decreased the cash used in operating activities.

For the nine months ended June 30, 2022, our net cash used in operating activities was primarily attributable to the net loss of $3,864,522, adjusted by stock-based compensation of $1,850,850 and depreciation of $35,711. Net changes of $410,632 in operating assets and liabilities decreased the cash used in operating activities.

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Investing Activities

For the nine months ended June 30, 2023, and 2022, there was no cash flows in investing activities.

Financing Activities

For the nine months ended June 30, 2023, cash provided by financing activities was $850,000; comprised of $100,000 from sale of common stock and warrants, $710,000 from the issuance of convertible promissory notes and $40,000 from the issuance of a promissory note. For the nine months ended June 30, 2022, net cash provided by financing activities was $2,963,500, pursuant to the sale of 59,270,000 shares of Series F Preferred Stock at $0.05 per share.

Critical Accounting Policies

Our significant accounting policies are summarized in Note 3 of our financial statements. While all these significant accounting policies impact our financial condition and results of operations, we view certain of these policies as critical. Policies determined to be critical are those policies that have the most significant impact on our financial statements and require management to use a greater degree of judgment and estimates. Actual results may differ from those estimates. Our management believes that given current facts and circumstances, it is unlikely that applying any other reasonable judgments or estimate methodologies would cause an effect on our results of operations, financial position or liquidity for the periods presented in this report.

Accounts Receivable

Property and Equipment

Property and equipment are stated at cost, and depreciation is provided by use of a straight-line method over the estimated useful lives of the assets.

	Vehicles and equipment	5 years
	Software	3 years

Revenue Recognition

Stock-Based Compensation

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Earnings (Loss) Per Share

The Company computes net loss per share in accordance with FASB ASC 260, “Earnings per Share.” ASC 260 requires presentation of both basic and diluted earnings per share (EPS) on the face of the statement of operations. Basic EPS is computed by dividing net income (loss) available to common shareholders by the weighted average number of common shares outstanding during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period including stock options, using the treasury stock method, and convertible notes and stock warrants, using the if-converted method. In computing diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options, warrants and conversion of convertible notes. Diluted EPS excludes all dilutive potential common shares if their effect is anti-dilutive.

Off Balance Sheet Arrangements

We have no off-balance sheet arrangements including arrangements that would affect our liquidity, capital resources, market risk support and credit risk support or other benefits.

Item 3. Quantitative and Qualitative Disclosures about Market Risk.

Not Applicable.

Item 4. Controls and Procedures.

Disclosure Controls and Procedures

We maintain disclosure controls and procedures, as defined in Rule 13a-15(e) promulgated under the Securities Exchange Act of 1934 (the “Exchange Act”), that are designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

We carried out an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of our disclosure controls and procedures as of June 30, 2023. Based on the evaluation of these disclosure controls and procedures, and in light of the material weaknesses found in our internal controls over financial reporting, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were not effective for the reasons discussed below.

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A material weakness is a deficiency, or combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the Company’s annual or interim financial statements will not be prevented or detected on a timely basis. In its assessment of the effectiveness of internal control over financial reporting as of June 30, 2023, the Company determined that there were control deficiencies that constituted material weaknesses, as described below.

	1.	We do not have an Audit Committee – While not being legally obligated to have an audit committee, it is the management’s view that such a committee, including a financial expert member, is an utmost important entity level control over the Company’s financial statement. Currently the Board of Directors acts in the capacity of the Audit Committee, and does not include a member that is considered to be independent of management to provide the necessary oversight over management’s activities.

	2.	We did not maintain appropriate cash controls – As of June 30, 2023, the Company has not maintained sufficient internal controls over financial reporting for cash, including failure to segregate cash handling and accounting functions, and did not require dual signatures on the Company’s bank accounts.

Accordingly, the Company concluded that these control deficiencies resulted in a reasonable possibility that a material misstatement of the annual or interim financial statements will not be prevented or detected on a timely basis by the company’s internal controls.

Our management, including our Chief Executive Officer and our Chief Financial Officer, does not expect that our disclosure controls and procedures or our internal controls will prevent all error and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints and the benefits of controls must be considered relative to their costs. Due to the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within our company have been detected.

Changes in Internal Controls over Financial Reporting

There has been no change in our internal control over financial reporting occurred during the three months ended June 30, 2023, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

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PART II. OTHER INFORMATION

Item 1. LEGAL PROCEEDINGS

On November 24, 2020, a plaintiff (the “Plaintiff”) filed a complaint in the State District Court for Clark County, Nevada, naming Cytta as a Defendant. The Plaintiff contended that the Company had breached a written contract, or, in the alternative was liable to the Plaintiff for unjust enrichment. Cytta contended that no contract formation had ever occurred and that it had not been unjustly enriched by the Plaintiff. On or about January 15, 2021, the Defendant filed an Answer and Counterclaim in the litigation and contended that in fact the Plaintiff owed money to Cytta. A bench trial was held in June of 2022. In May of 2023, the Court which had presided over the bench trial ruled against the Plaintiff and in favor of Cytta, as to all of the Plaintiff’s claims against Cytta, all of which were rejected. The Court also awarded damages to Cytta, and against the Plaintiff, on one of Cytta’s counterclaims, and subsequently also ruled that Cytta is entitled to recover certain of its costs and fees from the Plaintiff. The Plaintiff’s lawyer has subsequently withdrawn from representing the Plaintiff, and the Plaintiff has filed a pro se appeal without a lawyer. Cytta will not be required to respond to the pro se Plaintiff’s appeal brief unless directed by the Nevada Supreme Court to do so.

Other than the above, we know of no material, existing or pending legal proceedings against our Company, nor are we involved as a plaintiff in any material proceeding or pending litigation. There are no proceedings in which any of our directors, officers or affiliates, or any registered or beneficial shareholder, is an adverse party or has a material interest adverse to our interest.

Item 1A. RISK FACTORS

Not applicable for smaller reporting companies.

Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

The following represents all shares issued during the quarter ended March 31, 2023:

On May 11, 2023, the Company issued 5,000,000 shares to the Company’s COO as a bonus pursuant to their Consulting Agreement. The Company valued the shares at $0.04 per share, the market price, on the date the Company agreed to issue the shares.

On May 11, 2023, the Company issued 5,000,000 shares to an existing Company shareholder in exchange for services provided to the Company. The Company valued the shares at $0.04 per share, the market price, on the date the Company agreed to issue the shares.

On May 11, 2023, the Company issued 90,000 shares of restricted common stock in settlement of $2,250 of accrued interest.

On May 18, 2023, the Company issued 45,000 shares of restricted common stock in settlement of $1,125 of accrued interest.

On May 25, 2023, the Company issued 45,000 shares of restricted common stock in settlement of $1,125 of accrued interest.

On May 29, 2023, the Company issued 18,000 shares of restricted common stock in settlement of $450 of accrued interest.

On June 1, 2023, the Company issued 90,000 shares of restricted common stock in settlement of $2,250 of accrued interest.

The Company issued the foregoing securities in reliance on an exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended, and/or Rule 506(b) promulgated thereunder, as there was no general solicitation to the investors and the transactions did not involve a public offering.

Item 3. DEFAULTS UPON SENIOR SECURITIES

None.

Item 4. MINE SAFETY DISCLOSURE

Not applicable.

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Item 5. OTHER INFORMATION

	(a)	None.
	(b)	During the quarter ended June 30, 2023, there have not been any material changes to the procedures by which security holders may recommend nominees to the Board of Directors.

Item 6. EXHIBITS

The following documents are filed as part of this report:

Exhibit No.		Description
3.1		Articles of Incorporation of Cytta Corp.*
3.2		Bylaws of the Company *
3.3		Amendment to Articles of Incorporation Amending Authorized Common and Preferred Stock *
3.4		Amended and Restated Certificate of Designation of Series D Preferred Stock *
3.5		Amended and Restated Certificate of Designation of Series E Preferred Stock *
3.6		Certificate of Designation of Series F Preferred Stock**
10.1		Agreement by and between Cytta Corp and Makena Investment Advisors, LLC dated April 1, 2020 *
10.2		Sublease Agreement by and between Cytta Corp and Michael Collins dated October 25, 2020 *
10.3		Agreement by and between Cytta Corp and Peter Rettman dated August 27, 2020 *
10.4		Share Issuance agreement by and between Cytta Corp and United Financial Inc., dated September 30, 2020 *
10.5		Technology Access Agreement by and between Cytta Corp and Michael Collins dated July 19, 2018 *
14.1		Code of Ethics *
31.1		Certification of Chief Executive Officer required by Rule 13a-14(1) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002***
31.2		Certification of Chief Financial Officer required by Rule 13a-14(1) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002***
32.1		Certification of Chief Executive Officer and the Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and Section 1350 of 18 U.S.C. 63***
101.INS		Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document).***
101.SCH		Inline XBRL Taxonomy Extension Schema Document.***
101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document.***
101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document.***
101.LAB		Inline XBRL Taxonomy Extension Labels Linkbase Document.***
101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document.***
104		Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101).

* Incorporated by reference to the same exhibit to the registration statement filed by the Company on June 28, 2021.

** Incorporated by reference to exhibit 4.1 to the Current Report on Form 8-K filed by the Company on November 26, 2021.

*** Filed herewith

Table of Contents

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Dated: August 21, 2023

*/s/ Gary Campbell*
Gary Campbell
Chief Executive Officer
(principal executive officer)
(principal financial and accounting officer)

nullnullnull

Cover - shares	9 Months Ended
Cover - shares	Jun. 30, 2023	Aug. 21, 2023
Cover [Abstract]
Entity Registrant Name	CYTTA CORP.
Entity Central Index Key	0001383088
Document Type	10-Q
Amendment Flag	false
Current Fiscal Year End Date	--09-30
Entity Small Business	true
Entity Shell Company	false
Entity Emerging Growth Company	false
Entity Current Reporting Status	Yes
Document Period End Date	Jun. 30, 2023
Entity Filer Category	Non-accelerated Filer
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2023
Entity Common Stock Shares Outstanding		418,353,420
Entity File Number	333-257458
Entity Incorporation State Country Code	NV
Entity Tax Identification Number	98-0505761
Entity Address Address Line 1	5450 W Sahara Ave Suite 300A
Entity Address City Or Town	Las Vegas
Entity Address State Or Province	NV
Entity Address Postal Zip Code	89146
City Area Code	702
Local Phone Number	900-7022
Document Quarterly Report	true
Document Transition Report	false
Entity Interactive Data Current	Yes

BALANCE SHEETS - USD ($)	Jun. 30, 2023	Sep. 30, 2022
Current Assets
Cash	$ 487,018	$ 755,122
Prepaid expenses	115,377	32,897
Total Current Assets	602,395	788,019
Property and equipment, net	88,440	122,990
TOTAL ASSETS	690,835	911,009
Current Liabilities
Accounts payable and accrued expenses	677,105	180,633
Related party liabilities	458,453	180,407
Dividend payable	33,427	33,427
Deferred revenue	10,528	0
Note payable	40,000	0
Convertible notes payable	610,000	0
Stock to be issued	0	54,750
Total Current Liabilities	1,829,513	449,217
Long Term Liabilities
Convertible notes payable, net of discount	35,660	0
Total Liabilities	1,865,173	449,217
COMMITMENTS AND CONTINGENCIES	0	0
Preferred stock PAR VALUE $0.001; (100,000,000 shares authorized)
Common stock par value $.001; (500,000,000 shares authorized and 403,103,420 (June30,2023) and 379,760,670 (September30,2022) shares issued and outstanding)	403,104	379,761
Additional paid in capital	29,363,951	27,956,388
Accumulated Deficit	(30,942,043)	(27,875,007)
Total Stockholders' Equity (Deficit)	(1,174,338)	461,792
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)	690,835	911,009
Series D Preferred Stock [Member]
Preferred stock PAR VALUE $0.001; (100,000,000 shares authorized)
Preferred stock, value	50	50
Series C Preferred Stock [Member]
Preferred stock PAR VALUE $0.001; (100,000,000 shares authorized)
Preferred stock, value	600	600
Series E Preferred Stock [Member]
Preferred stock PAR VALUE $0.001; (100,000,000 shares authorized)
Preferred stock, value	0	0
Series F Preferred Stock [Member]
Preferred stock PAR VALUE $0.001; (100,000,000 shares authorized)
Preferred stock, value	$ 0	$ 0

BALANCE SHEETS (Parenthetical) - $ / shares	Jun. 30, 2023	Sep. 30, 2022
Preferred stock share, par value	$ 0.001	$ 0.001
Preferred stock share, authorized	100,000,000	100,000,000
Common stock share, par value	$ 0.001	$ 0.001
Common stock share, authorized	500,000,000	500,000,000
Common stock share, issued	403,103,420	379,760,670
Common stock share, outstanding	403,103,420	379,760,670
Series D Preferred Stock [Member]
Preferred stock share, par value	$ 0.001	$ 0.001
Preferred stock share, authorized	10,000,000	10,000,000
Preferred stock share, issued	50,000	50,000
Preferred stock share, outstanding	50,000	50,000
Series C Preferred Stock [Member]
Preferred stock share, par value	$ 0.001	$ 0.001
Preferred stock share, authorized	12,000,000	12,000,000
Preferred stock share, issued	600,000	600,000
Preferred stock share, outstanding	600,000	600,000
Series E Preferred Stock [Member]
Preferred stock share, par value	$ 0.001	$ 0.001
Preferred stock share, authorized	13,650,000	13,650,000
Preferred stock share, issued	0	0
Preferred stock share, outstanding	0	0
Series F Preferred Stock [Member]
Preferred stock share, par value	$ 0.001	$ 0.001
Preferred stock share, authorized	10,000,000	10,000,000
Preferred stock share, issued	0	0
Preferred stock share, outstanding	0	0

STATEMENT OF OPERATIONS (Unaudited) - USD ($)	3 Months Ended		9 Months Ended
STATEMENT OF OPERATIONS (Unaudited) - USD ($)	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
STATEMENT OF OPERATIONS (Unaudited)
Revenues	$ 8,117	$ 936	$ 21,941	$ 2,809
Operating Expenses:
General and administration- related party expenses	414,008	216,932	817,492	895,078
General and administrative- other	863,080	958,388	2,226,160	2,924,096
Total operating expenses	1,277,088	1,175,320	3,043,652	3,819,174
Loss from Operations	(1,268,971)	(1,174,384)	(3,021,711)	(3,816,365)
Other expenses
Interest expense	34,141	687	45,475	48,822
Interest income	(95)	(665)	(150)	(665)
Total Other Expenses	34,046	22	45,325	48,157
Loss before income taxes	(1,303,017)	(1,174,406)	(3,067,036)	(3,864,522)
Provision for income taxes	0	0	0	0
Net loss	$ (1,303,017)	$ (1,174,406)	$ (3,067,036)	$ (3,864,522)
Loss per share, basic and diluted	$ (0.00)	$ (0.00)	$ (0.01)	$ (0.01)
Weighted average shares outstanding Basic and diluted	398,546,509	377,276,830	388,748,600	351,337,053

Statement of Changes in Stockholders' Equity (Unaudited) - USD ($)	Total	Series C Preferred Stock Member	Series D Preferred Stock Member	Series E Preferred Stock Member	Series F Preferred Stock Member	Common Stock	Additional Paid-In Capital	Accumulated Deficit
Balance, shares at Sep. 30, 2021		600,000	50,000	13,650,000		296,236,627
Balance, amount at Sep. 30, 2021	$ 866,244	$ 600	$ 50	$ 13,650	$ 0	$ 296,237	$ 23,330,612	$ (22,774,905)
Series F Preferred stock issued for cash, shares					59,270,000
Series F Preferred stock issued for cash, amount	2,963,500	0	0	0	$ 59,270	$ 0	2,904,230	0
Common stock issued for services, shares						6,250,000
Common stock issued for services, amount	859,100	0	0	0	0	$ 6,250	852,850	0
Common stock issued for accounts payable, shares						909,091
Common stock issued for accounts payable, amount	300,000	0	0	$ 0	0	$ 909	299,091	0
Common stock issued for conversion of Series E Preferred Stock, shares				(13,650,000)		13,650,000
Common stock issued for conversion of Series E Preferred Stock, amount	0	0	0	$ (13,650)	$ 0	$ 13,650	0	0
Common stock issued for conversion of Series F Preferred Stock, shares					(59,270,000)	59,270,000
Common stock issued for conversion of Series F Preferred Stock, amount	0	0	0	0	$ (59,270)	$ 59,270	0	0
Net loss	(1,164,106)	$ 0	$ 0	0	0	$ 0	0	(1,164,106)
Balance, shares at Dec. 31, 2021		600,000	50,000			376,315,718
Balance, amount at Dec. 31, 2021	3,824,738	$ 600	$ 50	$ 0	0	$ 376,316	27,386,783	(23,939,011)
Balance, shares at Sep. 30, 2021		600,000	50,000	13,650,000		296,236,627
Balance, amount at Sep. 30, 2021	866,244	$ 600	$ 50	$ 13,650	0	$ 296,237	23,330,612	(22,774,905)
Net loss	(3,864,522)
Balance, shares at Jun. 30, 2022		600,000	50,000			377,565,718
Balance, amount at Jun. 30, 2022	1,374,797	$ 600	$ 50	0	0	$ 377,566	27,636,008	(26,639,427)
Balance, shares at Dec. 31, 2021		600,000	50,000			376,315,718
Balance, amount at Dec. 31, 2021	3,824,738	$ 600	$ 50	0	0	$ 376,316	27,386,783	(23,939,011)
Common stock issued for services, shares						500,000
Common stock issued for services, amount	122,075	0	0	0	0	$ 500	121,575	0
Net loss	(1,526,010)	$ 0	$ 0	0	0	$ 0	0	(1,526,010)
Balance, shares at Mar. 31, 2022		600,000	50,000			376,815,718
Balance, amount at Mar. 31, 2022	2,420,803	$ 600	$ 50	0	0	$ 376,816	27,508,358	(25,465,021)
Common stock issued for services, shares						750,000
Common stock issued for services, amount	128,400	0	0	0	0	$ 750	127,650	0
Net loss	(1,174,406)	$ 0	$ 0	0	0	$ 0	0	(1,174,406)
Balance, shares at Jun. 30, 2022		600,000	50,000			377,565,718
Balance, amount at Jun. 30, 2022	1,374,797	$ 600	$ 50	0	0	$ 377,566	27,636,008	(26,639,427)
Balance, shares at Sep. 30, 2022		600,000	50,000			379,760,670
Balance, amount at Sep. 30, 2022	461,792	$ 600	$ 50	0	0	$ 379,761	27,956,388	(27,875,007)
Common stock issued for services, shares						3,925,000
Common stock issued for services, amount	407,275	0	0	0	0	$ 3,925	403,350	0
Net loss	(1,100,708)	$ 0	$ 0	0	0	$ 0	0	(1,100,708)
Balance, shares at Dec. 31, 2022		600,000	50,000			383,685,670
Balance, amount at Dec. 31, 2022	(231,641)	$ 600	$ 50	0	0	$ 383,686	28,359,738	(28,975,715)
Balance, shares at Sep. 30, 2022		600,000	50,000			379,760,670
Balance, amount at Sep. 30, 2022	461,792	$ 600	$ 50	0	0	$ 379,761	27,956,388	(27,875,007)
Net loss	(3,067,036)
Balance, shares at Jun. 30, 2023		600,000	50,000			403,103,420
Balance, amount at Jun. 30, 2023	(1,174,338)	$ 600	$ 50	0	0	$ 403,104	29,363,951	(30,942,043)
Balance, shares at Dec. 31, 2022		600,000	50,000			383,685,670
Balance, amount at Dec. 31, 2022	(231,641)	$ 600	$ 50	0	0	$ 383,686	28,359,738	(28,975,715)
Common stock issued for services, shares						3,825,000
Common stock issued for services, amount	275,300	0	0	0	0	$ 3,825	271,475	0
Common stock issued for accounts payable, shares						750,000
Common stock issued for accounts payable, amount	39,375	0	0	0	0	$ 750	38,625	0
Net loss	(663,311)	0	0	0	0	$ 0	0	(663,311)
Common stock issued for common stock payable, shares						54,750
Common stock issued for common stock payable, amount	54,750	0	0	0	0	$ 55	54,695	0
Common stock issued for accrued liabilities, related party, shares						500,000
Common stock issued for accrued liabilities, related party, amount	55,393	0	0	0	0	$ 500	54,893	0
Common stock and warrants issued for cash, shares						4,000,000
Common stock and warrants issued for cash, amount	100,000	0	0	0	0	$ 4,000	96,000	0
Warrants issued in conjunction with notes payable	87,001	$ 0	$ 0	0	0	$ 0	87,001	0
Balance, shares at Mar. 31, 2023		600,000	50,000			392,815,420
Balance, amount at Mar. 31, 2023	(283,133)	$ 600	$ 50	0	0	$ 392,816	28,962,427	(29,639,026)
Common stock issued for services, shares						10,000,000
Common stock issued for services, amount	400,000	0	0	0	0	$ 10,000	390,000	0
Common stock issued for accounts payable, shares						288,000
Common stock issued for accounts payable, amount	11,812	0	0	0	0	$ 288	11,524	0
Net loss	(1,303,017)	$ 0	$ 0	0	0	$ 0	0	(1,303,017)
Balance, shares at Jun. 30, 2023		600,000	50,000			403,103,420
Balance, amount at Jun. 30, 2023	$ (1,174,338)	$ 600	$ 50	$ 0	$ 0	$ 403,104	$ 29,363,951	$ (30,942,043)

Statements of Cash Flows (Unaudited) - USD ($)	9 Months Ended
Statements of Cash Flows (Unaudited) - USD ($)	Jun. 30, 2023	Jun. 30, 2022
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$ (3,067,036)	$ (3,864,522)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock-based compensation expenses for services	1,876,993	1,850,850
Amortization of note discounts	22,661	0
Depreciation expense	34,550	35,711
Changes in Operating Assets and Liabilities:
Inventory	0	78,765
Accounts Receivable	0	27,694
Prepaid expenses	(82,481)	20,966
Vendor deposits	0	50,400
Accounts payable and accrued liabilities	40,391	94,040
Accounts payable-related party	46,290	129,181
Dividend payable	0	12,394
Deferred revenue	10,528	(2,808)
Net cash used in operating activities	(1,118,104)	(1,567,329)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from stock subscriptions	100,000	2,963,500
Proceeds from issuance of note payable	40,000	0
Proceeds from issuance of short-term convertible notes payable	610,000	0
Proceeds from issuance of long-term convertible notes payable	100,000	0
Net cash provided by financing activities	850,000	2,963,500
NET CHANGE IN CASH	(268,104)	1,396,171
CASH AT BEGINNING OF PERIOD	755,122	173,196
CASH AT END OF PERIOD	487,018	1,569,367
SUPPLEMENTAL CASH FLOW DISCLOSURES
Cash paid for interest	0	0
Cash paid for income taxes	0	0
NON-CASH INVESTING AND FINANCING ACTIVITIES
Common stock issued for accounts payable and accrued liabilities	37,200	300,000
Common stock issued for accrued expenses, related party	$ 55,393	$ 0

ORGANIZATION AND DESCRIPTION OF BUSINESS

9 Months Ended

Jun. 30, 2023

ORGANIZATION AND DESCRIPTION OF BUSINESS

ORGANIZATION AND DESCRIPTION OF BUSINESS

NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS

GOING CONCERN

9 Months Ended

Jun. 30, 2023

GOING CONCERN

GOING CONCERN

NOTE 2 - GOING CONCERN

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

9 Months Ended

Jun. 30, 2023

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

Use of Estimates

Cash and Cash Equivalents

Accounts Receivable

Prepaid expenses

	June 30,
	2023		2022
Balance beginning of period	$	32,897	$	772,394
Value of common stock issued		-		894,841
Amortization of stock-based compensation		-		(1,499,874	)
Other prepaid expense activity		82,480		(20,966	)
	$	115,377	$	146,395

Inventory

Property and equipment

Property and equipment are stated at cost, and depreciation is provided by use of a straight-line method over the estimated useful lives of the assets.

	Vehicles and equipment	5 years
	Software	3 years

Convertible Instruments

The Company evaluates and accounts for conversion options embedded in convertible instruments in accordance with ASC 815, Derivatives and Hedging Activities.

Fair value of financial instruments

The following are the hierarchical levels of inputs to measure fair value:

	·	Level 1 - Observable inputs that reflect quoted market prices in active markets for identical assets or liabilities.
	·	Level 2 - Inputs reflect quoted prices for identical assets or liabilities in markets that are not active; quoted prices for similar assets or liabilities in active markets; inputs other than quoted prices that are observable for the assets or liabilities; or inputs that are derived principally from or corroborated by observable market data by correlation or other means.
	·	Level 3 - Unobservable inputs reflecting the Company’s assumptions incorporated in valuation techniques used to determine fair value. These assumptions are required to be consistent with market participant assumptions that are reasonably available.

Revenue recognition

Stock-based compensation

Income taxes

Cash flows reporting

Reporting segments

Concentrations of Credit Risk

Earnings (Loss) Per Share of Common Stock

Recent Accounting Pronouncements

PROPERTY AND EQUIPMENT

9 Months Ended

Jun. 30, 2023

PROPERTY AND EQUIPMENT

PROPERTY AND EQUIPMENT

NOTE 4 - PROPERTY AND EQUIPMENT

The following table represents the Company’s property and equipment as of June 30, 2023, and September 30, 2022:

	June 30, 2023			September 30, 2022
Property and equipment	$	230,900		$	230,900
Accumulated depreciation		(142,460	)		(107,910	)
Property and equipment, net	$	88,440		$	122,990

RELATED PARTY TRANSACTIONS

9 Months Ended

Jun. 30, 2023

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS

NOTE 5 - RELATED PARTY TRANSACTIONS

Related Party agreements and fees

For the three and nine months ended June 30, 2023, and 2022, the Company recorded expenses to related parties in the following amounts:

	Three months ended June 30,				Nine months ended June 30,
Description	2023		2022		2023		2022
CEO-Management fees	$	45,000	$	60,000	$	150,000	$	263,000
Chief Technology Officer (CTO)		-		60,000		105,000		263,000
Chief Administration Officer (CAO), through January 31, 2023		-		45,000		55,000		210,000
Chief Operating Officer (COO)		30,000		-		50,000		-
Stock-based compensation expense, officers		339,008		39,063		431,755		117,189
Office rent and expenses		-		12,869		25,737		41,889
Total	$	414,008	$	216,932	$	817,492	$	895,078

Accounts payable, related parties

As of June 30, 2023, and September 30, 2022, the Company owes $458,453 and $180,407 respectively to related parties as follows:

	June 30, 2023		September 30, 2022
Management fees, Chief Executive Officer (CEO)	$	100,000	$	30,000
Bonus, CEO		70,000		100,000
Management fees, CTO		30,000		-
Stock payable, COO		56,200		-
Option expense		175,556
Bonus and accounts payable		26,697		50,407
Total	$	458,453	$	180,407

NOTE PAYABLE

9 Months Ended

Jun. 30, 2023

NOTE PAYABLE

NOTES PAYABLE

NOTE 6 – NOTE PAYABLE

CONVERTIBLE NOTES PAYABLE

9 Months Ended

Jun. 30, 2023

CONVERTIBLE NOTES PAYABLE

CONVERTIBLE NOTES PAYABLE

NOTE 7 - CONVERTIBLE NOTES PAYABLE

The Company has the following convertible notes payable outstanding as of June 30, 2023:

SCHEDULE OF NOTES PAYABLE

Convertible note payable, interest at 18%, matures February 17, 2024	$	25,000
Convertible note payable, interest at 18%, matures February 24, 2024		25,000
Convertible note payable interest at 18%, matures February 28, 2024		10,000
Convertible note payable interest at 18%, matures May 3, 2024		50,000
Convertible note payable interest at 18%, matures June 16, 2024		500,000
Convertible note payable $50,000 face value, interest at 18%, matures July 1, 2024, net of discount of $31,427		18,573
Convertible note payable $50,000 face value, interest at 18%, matures July 1, 2024, net of discount of $32,913		17,087
Sub-total notes payable, net of discount of $64,340		645,660
Less long-term portion, net of discount of $64,340		35,660
Current portion of notes payable	$	610,000

CAPITAL STOCK

9 Months Ended

Jun. 30, 2023

CAPITAL STOCK

CAPITAL STOCK

NOTE 8 - CAPITAL STOCK

Common Stock

During the nine months ended June 30, 2023, the following shares of common stock were issued:

	·	17,750,000 shares of common issued for services. The Company valued the shares at $1,082,575 based on the price of the common stock on the date the Company agreed to issue the shares.

	·	750,000 shares issued for payment of $30,000 of accounts payable. The value of the shares issued was $39,375 based upon the share price of the Company’s common stock on the date the Company agreed to issue the common stock. The Company included $9,375 in loss on debt extinguishment for the nine months ended June 30, 2023.
	·	288,000 shares of common issued for payment of $7,200 of accrued interest on convertible notes. The Company valued the shares at $11,812 based on the price of the common stock on the date the Company agreed to issue the shares. The Company included $4,612 in loss on debt extinguishment for the three and nine months ended June 30, 2023.
	·	54,750 shares of common stock were issued in settlement of stock payable.

	·	4,000,000 shares of common stock were issued pursuant to a stock subscription agreement. The Company sold the shares for $0.02 and sold 1) warrants to purchase 4,000,000 shares of common stock for $10,000. The warrant has an exercise price of $0.02 and expires July 1, 2024. The Company also sold for $10,000 warrants to purchase 200,000 shares of RM Stock for $1.00 with an expiry date of July 1, 2024.

Preferred Stock

Series C Preferred Stock

Series D Preferred Stock

Series E Preferred Stock

Series F Preferred Stock

Stock Payable (Capital stock to be issued)

Stock Options

The following table summarizes activities related to stock options of the Company for the nine months ended June 30, 2023.

	Number of Options		Weighted- Average Exercise Price per Share		Weighted- Average Remaining Life (Years)
Outstanding at October 1, 2022		-	$	-		-
Issued		20,000,000	$	0.02		2.37
Outstanding at June 30, 2023		20,000,000	$	0.02		2.01
Exercisable at June 30, 2023		-0-	$	-0-		-

Warrants

The following table summarizes activities related to warrants of the Company for the nine months ended June 30, 2023.

	Number of Warrants		Weighted Average Exercise Price Per Share		Weighted Average Remining Life (Years)
Outstanding at October 1, 2022	-0-		$	-0-	-0-
Issued		8,000,000		0.0225		1.86
Outstanding and exercisable at June 30, 2023		8,000,000	$	0.0225		1.51

The following table summarizes activities related to warrants to purchase RM Stock from the Company for the nine months ended June 30, 2023.

	Number of Warrants		Weighted Average Exercise Price Per Share		Weighted Average Remining Life (Years)
Outstanding at October 1, 2022	-0-		$	-0-	-0-
Issued		900,000		1.00		2.15
Outstanding and exercisable at June 30, 2023		900,000	$	1.00		1.78

COMMITMENTS AND CONTINGENCIES

9 Months Ended

Jun. 30, 2023

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES

NOTE 9 - COMMITMENTS AND CONTINGENCIES

LICENSE AGREEMENT

9 Months Ended

Jun. 30, 2023

LICENSE AGREEMENT

LICENSE AGREEMENT

NOTE 10 – LICENSE AGREEMENT

The Company accounts for its interest in RM under the cost method of accounting. Due to RM just being formed at the time of the license agreement no value has been assigned to the investment.

INCOME TAXES

9 Months Ended

Jun. 30, 2023

INCOME TAXES

INCOME TAXES

NOTE 11 - INCOME TAXES

DEFERRED REVENUE

9 Months Ended

Jun. 30, 2023

DEFERRED REVENUE

DEFERRED REVENUE

NOTE 12 - DEFERRED REVENUE

SUBSEQUENT EVENTS

9 Months Ended

Jun. 30, 2023

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS

NOTE 13 - SUBSEQUENT EVENTS

On July 10, 2023, the Company issued 15,000,000 shares of restricted common stock to the Company’s COO as a bonus pursuant to their agreement.

On July 10, 2023, the Company issued 250,000 shares of restricted common stock in settlement of a consulting agreement.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)

9 Months Ended

Jun. 30, 2023

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

Use of Estimates

Cash and Cash Equivalents

Accounts Receivable

Prepaid expenses

	June 30,
	2023		2022
Balance beginning of period	$	32,897	$	772,394
Value of common stock issued		-		894,841
Amortization of stock-based compensation		-		(1,499,874	)
Other prepaid expense activity		82,480		(20,966	)
	$	115,377	$	146,395

Inventory

Property and equipment

Property and equipment are stated at cost, and depreciation is provided by use of a straight-line method over the estimated useful lives of the assets.

	Vehicles and equipment	5 years
	Software	3 years

Convertible Instruments

The Company evaluates and accounts for conversion options embedded in convertible instruments in accordance with ASC 815, Derivatives and Hedging Activities.

Fair value of financial instruments

The following are the hierarchical levels of inputs to measure fair value:

	·	Level 1 - Observable inputs that reflect quoted market prices in active markets for identical assets or liabilities.
	·	Level 2 - Inputs reflect quoted prices for identical assets or liabilities in markets that are not active; quoted prices for similar assets or liabilities in active markets; inputs other than quoted prices that are observable for the assets or liabilities; or inputs that are derived principally from or corroborated by observable market data by correlation or other means.
	·	Level 3 - Unobservable inputs reflecting the Company’s assumptions incorporated in valuation techniques used to determine fair value. These assumptions are required to be consistent with market participant assumptions that are reasonably available.

Revenue recognition

Stock-based compensation

Income taxes

Cash flows reporting

Reporting segments

Concentrations of Credit Risk

Earnings (Loss) Per Share of Common Stock

Recent Accounting Pronouncements

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)

9 Months Ended

Jun. 30, 2023

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Schedule of amortization of the value of the stock issued

	June 30,
	2023		2022
Balance beginning of period	$	32,897	$	772,394
Value of common stock issued		-		894,841
Amortization of stock-based compensation		-		(1,499,874	)
Other prepaid expense activity		82,480		(20,966	)
	$	115,377	$	146,395

PROPERTY AND EQUIPMENT (Tables)

9 Months Ended

Jun. 30, 2023

PROPERTY AND EQUIPMENT

Schedule of property and equipment

	June 30, 2023			September 30, 2022
Property and equipment	$	230,900		$	230,900
Accumulated depreciation		(142,460	)		(107,910	)
Property and equipment, net	$	88,440		$	122,990

RELATED PARTY TRANSACTIONS (Tables)

9 Months Ended

Jun. 30, 2023

RELATED PARTY TRANSACTIONS

Schedule of recorded expenses to related parties

	Three months ended June 30,				Nine months ended June 30,
Description	2023		2022		2023		2022
CEO-Management fees	$	45,000	$	60,000	$	150,000	$	263,000
Chief Technology Officer (CTO)		-		60,000		105,000		263,000
Chief Administration Officer (CAO), through January 31, 2023		-		45,000		55,000		210,000
Chief Operating Officer (COO)		30,000		-		50,000		-
Stock-based compensation expense, officers		339,008		39,063		431,755		117,189
Office rent and expenses		-		12,869		25,737		41,889
Total	$	414,008	$	216,932	$	817,492	$	895,078

Schedule of Accounts payable related parties

	June 30, 2023		September 30, 2022
Management fees, Chief Executive Officer (CEO)	$	100,000	$	30,000
Bonus, CEO		70,000		100,000
Management fees, CTO		30,000		-
Stock payable, COO		56,200		-
Option expense		175,556
Bonus and accounts payable		26,697		50,407
Total	$	458,453	$	180,407

CONVERTIBLE NOTES PAYABLE (Tables)

9 Months Ended

Jun. 30, 2023

CONVERTIBLE NOTES PAYABLE

Schedule of notes payable

Convertible note payable, interest at 18%, matures February 17, 2024	$	25,000
Convertible note payable, interest at 18%, matures February 24, 2024		25,000
Convertible note payable interest at 18%, matures February 28, 2024		10,000
Convertible note payable interest at 18%, matures May 3, 2024		50,000
Convertible note payable interest at 18%, matures June 16, 2024		500,000
Convertible note payable $50,000 face value, interest at 18%, matures July 1, 2024, net of discount of $31,427		18,573
Convertible note payable $50,000 face value, interest at 18%, matures July 1, 2024, net of discount of $32,913		17,087
Sub-total notes payable, net of discount of $64,340		645,660
Less long-term portion, net of discount of $64,340		35,660
Current portion of notes payable	$	610,000

CAPITAL STOCK (Tables)

9 Months Ended

Jun. 30, 2023

CAPITAL STOCK

Schedule of activities related to stock options

	Number of Options		Weighted- Average Exercise Price per Share		Weighted- Average Remaining Life (Years)
Outstanding at October 1, 2022		-	$	-		-
Issued		20,000,000	$	0.02		2.37
Outstanding at June 30, 2023		20,000,000	$	0.02		2.01
Exercisable at June 30, 2023		-0-	$	-0-		-

Schedule of activities related to warrants

	Number of Warrants		Weighted Average Exercise Price Per Share		Weighted Average Remining Life (Years)
Outstanding at October 1, 2022	-0-		$	-0-	-0-
Issued		8,000,000		0.0225		1.86
Outstanding and exercisable at June 30, 2023		8,000,000	$	0.0225		1.51

	Number of Warrants		Weighted Average Exercise Price Per Share		Weighted Average Remining Life (Years)
Outstanding at October 1, 2022	-0-		$	-0-	-0-
Issued		900,000		1.00		2.15
Outstanding and exercisable at June 30, 2023		900,000	$	1.00		1.78

GOING CONCERN (Details Narrative) - USD ($)	Jun. 30, 2023	Sep. 30, 2022
GOING CONCERN
Accumulated deficit	$ (30,942,043)	$ (27,875,007)

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($)	Jun. 30, 2023	Jun. 30, 2022
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Prepaid expenses beginning balance	$ 32,897	$ 772,394
Value of common stock issued	0	894,841
Amortization of stock-based compensation	0	(1,499,874)
Other prepaid expense activity	82,480	(20,966)
Prepaid expenses ending balance	$ 115,377	$ 146,395

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($)	9 Months Ended
	Jun. 30, 2023	Sep. 30, 2022
Inventory	$ 0	$ 0
Software [Member]
Property Plant And Equipment Usefu Life	3 years
Vehicle And Equipment [Member]
Property Plant And Equipment Usefu Life	5 years

PROPERTY AND EQUIPMENT (Details) - USD ($)	Jun. 30, 2023	Sep. 30, 2022
PROPERTY AND EQUIPMENT
Property and equipments	$ 230,900	$ 230,900
Accumulated depreciation	(142,460)	(107,910)
Property and equipment, Net	$ 88,440	$ 122,990

PROPERTY AND EQUIPMENT (Details Narrative) - USD ($)	3 Months Ended		9 Months Ended
PROPERTY AND EQUIPMENT (Details Narrative) - USD ($)	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
PROPERTY AND EQUIPMENT
Depreciation expenses	$ 10,908	$ 11,903	$ 34,550	$ 35,711

RELATED PARTY TRANSACTIONS (Details) - USD ($)	3 Months Ended		9 Months Ended
RELATED PARTY TRANSACTIONS (Details) - USD ($)	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Management fees, Chief Executive Officer (CEO) [Member]
Related party	$ 45,000	$ 60,000	$ 150,000	$ 263,000
Chief Technology Officer [Member]
Related party	0	60,000	105,000	263,000
Chief Administration Officer [Member]
Related party	0	45,000	55,000	210,000
Chief Operating Officer [Member]
Related party	30,000	0	50,000	0
Stock Based Compensation Expense Officers [Member]
Related party	339,008	39,063	431,755	117,189
Office Rent and Expenses [Member]
Related party	0	12,869	25,737	41,889
Total [Member]
Related party	$ 414,008	$ 216,932	$ 817,492	$ 895,078

RELATED PARTY TRANSACTIONS (Details 1) - USD ($)	Jun. 30, 2023	Sep. 30, 2022
Accounts payable related parties	$ 458,453	$ 180,407
Management fees, Chief Executive Officer (CEO) [Member]
Accounts payable related parties	100,000	30,000
Management Fees CTO [Member]
Accounts payable related parties	30,000	0
Stock Payable COO [Member]
Accounts payable related parties	56,200	0
Bonus CEO [Member]
Accounts payable related parties	70,000	100,000
Option Expense [Member]
Accounts payable related parties	175,556
Bonus And Accounts Payable CTO [Member]
Accounts payable related parties	$ 26,697	$ 50,407

RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($)			1 Months Ended	3 Months Ended		9 Months Ended
	May 11, 2023	Feb. 10, 2023	Oct. 26, 2021	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Sep. 30, 2022	Oct. 25, 2020
Monthly fee						$ 10,000
Common stock price per share				$ 0.04		$ 0.04
Warrant exercise price		$ 1.00
Stock-based compensation				$ 112,413		$ 149,884
Annual lease payment									$ 50,000
Accounts payable related parties				458,453		458,453		$ 180,407
Warrant Member
Stock-based compensation				$ 52,038	$ 39,063	86,730	$ 117,189
Consulting Executive Officer Agreement [Member]
Monthly fee						$ 10,000
Issuance of common stock shares per month						250,000
Purchase of common stock shares	5,000,000					10,000,000
Common stock price per share	$ 0.04			$ 0.02		$ 0.02
Expiry date						Jul. 01, 2025
Warrant to purchase of common stock						250,000
Warrant exercise price						$ 1.00
Black Scholes Option 1 [Member]
Amortizatization expences		$ 53,295				$ 88,825
Stock-based compensation		$ 200,000				200,000
Black Scholes Option [Member]
Amortizatization expences				$ 624,458		639,543
Stock-based compensation				33,675		56,200
Minimum [Member]
Monthly fee						12,000
Chief Administrative Officer [Member]
Bonus					90,000		90,000
Monthly fee						20,000
Accounts Payable CTO [Member]
Bonus					100,000		100,000
Rent per month			$ 3,500		$ 10,500	21,000	$ 35,663
Accounts Payable CTO [Member] \| Maximum [Member]
Monthly fee						15,000
Bonus CEO [Member]
Monthly fee						18,000
Accounts payable related parties				$ 70,000		$ 70,000		$ 100,000

NOTE PAYABLE (Details Narrative)	Jan. 10, 2023 USD ($)
NOTE PAYABLE
Face value of promissory note	$ 40,000
Debt to related party	$ 1,000,000
Maturity date	Jan. 10, 2024

CONVERTIBLE NOTES PAYABLE (Details) - USD ($)	9 Months Ended
CONVERTIBLE NOTES PAYABLE (Details) - USD ($)	Jun. 30, 2023	Sep. 30, 2022
Sub-total notes payable	$ 645,660
Less long-term portion	35,660
Current portion of notes payable	610,000
Convertible promissory note	$ 35,660	$ 0
Interest rate	18.00%
Convertible promissory note	$ 17,087
July 1, 2024 [Member]
Convertible promissory note	$ 18,573
Interest rate	18.00%
June 16, 2024 [Member]
Convertible promissory note	$ 500,000
Interest rate	18.00%
February 17 2024 [Member]
Convertible promissory note	$ 25,000
Interest rate	18.00%
February 24 2023 [Member]
Convertible promissory note	$ 25,000
Interest rate	18.00%
February 28 2024 [Member]
Convertible promissory note	$ 10,000
Interest rate	18.00%
May 3 2024 [Member]
Convertible promissory note	$ 50,000
Interest rate	18.00%

CONVERTIBLE NOTES PAYABLE (Details Narrative) - USD ($)					1 Months Ended	3 Months Ended		9 Months Ended
CONVERTIBLE NOTES PAYABLE (Details Narrative) - USD ($)	May 03, 2023	Mar. 03, 2023	Feb. 10, 2023	Jan. 10, 2023	Jun. 16, 2023	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Mar. 23, 2023	Sep. 30, 2022
Convertible promissory note						$ 35,660		$ 35,660			$ 0
Class of Warrant or Right, Exercise Price of Warrants or Rights						$ 0.025		$ 0.025		$ 0.025
Warrant to purchase			2,000,000			2,000,000		2,000,000		2,000,000
Interest rate								18.00%
Warrant exercise price			$ 1.00
Interest expense						$ 34,141	$ 687	$ 45,475	$ 48,822
Maturity date				Jan. 10, 2024
Stock price		$ 1.00	$ 1.00
February 10 2023 [Member]
Convertible promissory note						50,000		50,000
Convertible notes payable, net of discount						$ 50,000		$ 50,000
Class of Warrant or Right, Exercise Price of Warrants or Rights						$ 0.025		$ 0.025
Warrant to purchase						100,000		100,000
Interest rate								18.00%
Expiry date								Jul. 01, 2025
Debt discount						$ 43,416		$ 43,416
Amortization of the debt discounts						7,793		11,989
Interest expense						11,989		11,989
Convertable notes carrying value						18,572		18,572
Unamortized discounts						31,428		$ 31,428
Maturity date								Jul. 01, 2024
Stock price	$ 1.00	$ 1.00			$ 1.00
March 3 2023 [Member]
Convertible promissory note						50,000		$ 50,000
Convertible notes payable, net of discount						$ 50,000		$ 50,000
Class of Warrant or Right, Exercise Price of Warrants or Rights						$ 0.025		$ 0.025
Warrant to purchase						100,000		100,000
Interest rate								18.00%
Expiry date								Jul. 01, 2025
Warrant exercise price								$ 1
Debt discount						$ 43,585		$ 43,585
Amortization of the debt discounts						8,161		8,161
Interest expense						10,672		10,672
Convertable notes carrying value						17,087		17,087
Unamortized discounts						$ 32,913		$ 32,913
Stock price								$ 1.00
Warrant exercise price						$ 1.00		$ 1.00
February 17 2023 [Member]
Convertible promissory note						$ 25,000		$ 25,000
Class of Warrant or Right, Exercise Price of Warrants or Rights						$ 0.025		$ 0.025
Interest rate								18.00%
Maturity date								Feb. 17, 2024
Stock price								$ 1.00
Warrant exercise price						$ 1.00		$ 1.00
February 24 2023 [Member]
Convertible promissory note						$ 25,000		$ 25,000
Class of Warrant or Right, Exercise Price of Warrants or Rights						$ 0.025		$ 0.025
Interest rate								18.00%
Maturity date								Feb. 24, 2024
Stock price								$ 1.00
Warrant exercise price						$ 1.00		$ 1.00
February 28 2023 [Member]
Convertible promissory note						$ 10,000		$ 10,000
Class of Warrant or Right, Exercise Price of Warrants or Rights						$ 0.025		$ 0.025
Interest rate								18.00%
Maturity date								Feb. 28, 2024
Stock price								$ 1.00
Warrant exercise price						$ 1.00		$ 1.00
May 3 2023 [Member]
Convertible promissory note	$ 50,000
Class of Warrant or Right, Exercise Price of Warrants or Rights	$ 0.025
Interest rate	18.00%
Stock price	$ 1.00
June 16 2023 [Member]
Convertible promissory note					$ 500,000
Class of Warrant or Right, Exercise Price of Warrants or Rights					$ 0.025
Interest rate					18.00%
Stock price					$ 1.00

CAPITAL STOCK (Details)	9 Months Ended
CAPITAL STOCK (Details)	Jun. 30, 2023 $ / shares shares
CAPITAL STOCK
Weighted Average Exercise Price, Beginning Balance	$ 0
Weighted Average Exercise Price, Issued	0.02
Weighted Average Exercise Price, Ending Balance	0.02
Weighted Average Exercise Price, Exercisable	$ 0
Weighted Average Remaining Term in Years, Issued	2 years 4 months 13 days
Weighted Average Remaining Term in Years, Outstanding	2 years 3 days
Issued \| shares	20,000,000
Outstanding, Ending Balance \| shares	20,000,000
Options exercisable \| shares	0

CAPITAL STOCK (Details 1)	9 Months Ended
CAPITAL STOCK (Details 1)	Jun. 30, 2023 $ / shares shares
Weighted Average Exercise Price, Ending Balance \| $ / shares	$ 0.02
Weighted Average Remaining Term in Years, Issued	2 years 4 months 13 days
Outstanding, Ending Balance \| shares	20,000,000
Weighted Average Remaining Term in Years, Outstanding and exercisable	2 years 3 days
Warrants Member
Weighted Average Exercise Price, Ending Balance \| $ / shares	$ 0.0225
Number of share warrants issued \| shares	8,000,000
Weighted Average Remaining Term in Years, Issued	1 year 10 months 9 days
Outstanding, Ending Balance \| shares	8,000,000
Weighted Average Exercise Price, Warrants issued \| $ / shares	$ 0.0225
Weighted Average Remaining Term in Years, Outstanding and exercisable	1 year 6 months 3 days

CAPITAL STOCK (Details 2)	9 Months Ended
CAPITAL STOCK (Details 2)	Jun. 30, 2023 $ / shares shares
Weighted Average Exercise Price, Ending Balance \| $ / shares	$ 0.02
Outstanding, Ending Balance \| shares	20,000,000
Weighted Average Remaining Term in Years, Outstanding and exercisable	2 years 3 days
Warrants to purchase RM Stock Member
Weighted Average Exercise Price, Ending Balance \| $ / shares	$ 1
Number of share warrants issued \| shares	900,000
Outstanding, Ending Balance \| shares	900,000
Weighted Average Exercise Price, Warrants issued \| $ / shares	$ 1.00
Weighted Average Remaining Term in Years, Issued	2 years 1 month 24 days
Weighted Average Remaining Term in Years, Outstanding and exercisable	1 year 9 months 10 days

CAPITAL STOCK (Details Narrative) - USD ($)				1 Months Ended		3 Months Ended			9 Months Ended
CAPITAL STOCK (Details Narrative) - USD ($)	Mar. 02, 2023	Feb. 10, 2023	Feb. 08, 2023	Mar. 03, 2023	Feb. 02, 2023	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Feb. 01, 2023	Dec. 05, 2022	Sep. 30, 2022	Aug. 08, 2022	Sep. 30, 2020
Common stock shares, authorized						500,000,000			500,000,000				500,000,000
Monthly fee									$ 10,000
Common stock shares, par value						$ 0.001			$ 0.001				$ 0.001
Common stock shares, issued						403,103,420			403,103,420				379,760,670
Common stock issued for payment of account payable share						750,000			750,000
Common stock issued for payment of account payable						30,000			30,000
Accrued Interest									$ 7,200
Common Stock issued Settlement Of Stock Payable						39,375			39,375
Common stock						$ 1,082,575			$ 1,082,575
Common stock shares, outstanding						11,812			11,812
Common stock, issued for services, shares									17,750,000
Loss on debt						$ 4,612			$ 9,375
Stock Based Compensation Expensed Related Party									10,000
Stock Based Compensation						112,413			149,884
Stock Based Compensation Expensed				$ 88,825		$ 53,295			88,825
Common stock, issued for services, value							$ 275,300		$ 682,575
Preferred stock, shares authorized						100,000,000			100,000,000				100,000,000
Preferred stock, par value						$ 0.001			$ 0.001				$ 0.001
Share-Based Compensation Arrangement by Share-Based Payment Award				10,000,000	10,000,000				400,000
Share-Based Compensation Arrangement by Share-Based Payment Award, Non-Option Equity Instruments, Exercised				$ 0.02	$ 0.02
Consulting Agreement				1 year	3 years
Vesting Period				2 years	2 years
Vesting Percentage				25.00%	25.00%
Stock Option Value				$ 639,543	$ 449,651
Amortization of stock option agreement				1 year	3 years
Interest expense						$ 7,793			$ 11,989
Capital stock reserved for issuance						323,583			$ 323,583
Common stock issued									4,000,000
Reduction in capital stock to be issued									$ 268,833
Capital stock to be issued						$ 0			$ 0				$ 54,750
Consulting Agreement [Member]
Common stock shares, issued				2,000,000		250,000			250,000		250,000	500,000		325,000
Stock Based Compensation						$ 156,139			$ 208,185
Stock Based Compensation									$ 139,825
Common stock to be issued									1,325,000
Warrant Member
Fair value of warrant		$ 79,914		$ 89,916	$ 624,458
Warant Exercise Price	$ 0.02	$ 0.025	$ 0.02	$ 0.025	$ 1.00
Warrant to purchase shares of RM Stock, Shares		100,000	100,000	100,000
Warant Exercise Price RM Stock		$ 1.00	$ 1.00	$ 1
Warrant To Purchase Share	2,000,000	2,000,000	2,000,000	2,000,000	250,000
Warrant to purchase shares of RM Stock based on Black scholes option pricing Model, Shares	$ 100,000	$ 249,811		$ 249,822
Stock Based Compensation Expensed Related Party									$ 86,730
Discount amount based on allocations		43,416		$ 43,585
Stock Based Compensation						52,038		$ 39,063	86,730	$ 117,189
Amortization of warrant					3 years
Payment to acquire warrants	$ 624,556		$ 5,000
Interest expense						$ 8,161			$ 8,161				$ 10,672
Consulting Agreement					3 years	2 years 4 months 13 days
Subscription Arrangement [Member]
Common stock shares, issued						4,000,000			4,000,000
Warant Exercise Price						$ 0.02			$ 0.02
Warrant issued to purchase common stock share						2,000,000			2,000,000
Warrant Expire Date									Jul. 01, 2024
Warant Exercise Price for RM stock						$ 1			$ 1
Stock Based Compensation		$ 52,038				$ 112,413			$ 149,884
Series D Preferred Stock [Member]
Designated preferred shares						50,000			50,000				50,000		50,000
Preferred stock shares issued						50,000			50,000				50,000
Preferred stock shares outstanding						50,000			50,000				50,000
Preferred stock, shares issued to a Company controlled by the Company's CEO						50,000			50,000
Capital stock reserved for issuance						1,347,894			1,347,894
Preferred stock, shares authorized						10,000,000			10,000,000				10,000,000
Preferred stock, par value						$ 0.001			$ 0.001				$ 0.001
Series C Preferred Stock [Member]
Designated preferred shares													12,000,000
Preferred stock shares issued						600,000			600,000				600,000
Preferred stock shares outstanding						600,000			600,000				600,000
Preferred stock, shares authorized						12,000,000			12,000,000				12,000,000
Preferred stock, par value						$ 0.001			$ 0.001				$ 0.001
Series E Preferred Stock [Member]
Preferred stock shares issued						0			0				0
Preferred stock shares outstanding						0			0				0
Preferred stock, shares authorized						13,650,000			13,650,000				13,650,000
Preferred stock, par value						$ 0.001			$ 0.001				$ 0.001
Series F Preferred Stock [Member]
Preferred stock shares issued						0			0				0
Preferred stock shares outstanding						0			0				0
Preferred stock, shares authorized						10,000,000			10,000,000				10,000,000
Preferred stock, par value						$ 0.001			$ 0.001				$ 0.001
Number of shares issued during period, shares									59,270,000
Sale of stock price per share													$ 0.20

COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($)	1 Months Ended	3 Months Ended	9 Months Ended
	Jul. 19, 2022	Jun. 30, 2023	Jun. 30, 2023	Mar. 23, 2023	Mar. 03, 2023	Feb. 10, 2023	Feb. 01, 2023	Dec. 05, 2022	Dec. 02, 2022	Nov. 16, 2022	Sep. 30, 2022	Aug. 08, 2022	Aug. 04, 2022
Common stock shares issued		403,103,420	403,103,420								379,760,670
Common stock price per share		$ 0.04	$ 0.04
Common stock share, par value		$ 0.001	$ 0.001								$ 0.001
Stock Based Compensation		$ 112,413	$ 149,884
Warrant to purchase		2,000,000	2,000,000	2,000,000		2,000,000
Purchase of warrant value					$ 449,651
August 4, 2022
Stock Based Compensation		$ 50,050	$ 50,050
Common stock to be issued		325,000	325,000
November 16, 2022
Stock Based Compensation		$ 43,000	$ 43,000
Common stock to be issued		500,000	500,000
Consultant [Member]
Common stock shares issued		5,000,000	5,000,000
Consulting Agreement [Member]
Common stock shares issued		250,000	250,000		2,000,000		250,000	500,000				325,000
Monthly fee							$ 10,000
Issuance of common stock, value			$ 80,000
Issuance of restricted common stock shares							10,000,000	1,200,000	1,000,000	1,000,000			1,300,000
Additional tranches shares					10,000,000		250,000	250,000				325,000
Monthly rent			5,000
Compensation expense			55,393
Common stock share, par value					$ 1.00		$ 0.02
Voting stock percentage					25.00%		25.00%
Stock Based Compensation		$ 156,139	$ 208,185
Warrant to purchase					624,556
Common stock to be issued			1,325,000
Investor Awareness Advisory Services Agreement [Member]
Common stock shares issued	500,000
Investor awareness advisory services, expense amount	$ 10,000
Common stock share, par value							$ 1.00

LICENSE AGREEMENT (Details Narrative) - shares	Aug. 09, 2022	Jun. 30, 2023	May 15, 2023	Dec. 31, 2022	Sep. 30, 2022	Jun. 22, 2022
Common stock shares issued		403,103,420			379,760,670
Common Stock Class B [Member] \| Mr Collins [Member]
Common stock shares issued						1,600,000
Cancellation of common stock			1,600,000
Total number of share exchanged			200,000
Common Stock Class B [Member] \| Mr Chermak [Member]
Common stock shares issued						1,000,000
Common Stock Class B [Member] \| Mr Ansari [Member]
Common stock shares issued						1,000,000
Common Stock Class A [Member] \| Intellectual Property License Agreement [Member]
Royalty percentage of net sale	5.00%
Common Stock Class B [Member]
Common Stock shares outstanding		2,000,000			3,600,000
Common Stock voting shares				100
Common stock shares issued		8,257,714		5,100,000	5,100,000
Class A [Member]
Voting stock percentage				2.44%	1.40%

INCOME TAXES (Details Narrative) - USD ($)	Jun. 30, 2023	Sep. 30, 2022
INCOME TAXES
Net operating loss carryforwards	$ 8,994,000	$ 7,804,000

DEFERRED REVENUE (Details Narrative) - USD ($)	3 Months Ended		9 Months Ended
DEFERRED REVENUE (Details Narrative) - USD ($)	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
DEFERRED REVENUE
Software products			$ 32,470
Subscription agreement, deferred revenues	$ 8,117	$ 936	21,941	$ 2,809
Deferred revenues			$ 10,528

SUBSEQUENT EVENTS (Details Narrative) - USD ($)						9 Months Ended
SUBSEQUENT EVENTS (Details Narrative) - USD ($)	Aug. 07, 2023	Aug. 02, 2023	Mar. 03, 2023	Feb. 10, 2023	Jan. 10, 2023	Jun. 30, 2023	Jul. 10, 2023	Mar. 23, 2023
Interest rate						18.00%
Maturity date					Jan. 10, 2024
Stock price			$ 1.00	$ 1.00
Class of Warrant or Right, Exercise Price of Warrants or Rights						$ 0.025		$ 0.025
July 10 2023 [Member]
Restricted common stock shares, issued							15,000,000
July 10 2023 [Member] \| Consulting Agreement [Member]
Restricted common stock shares, issued							250,000
August 2 2023 [Member]
Convertible promissory note issued		$ 5,000
Interest rate		18.00%
Maturity date		Aug. 02, 2024
Stock price		$ 1.00
Class of Warrant or Right, Exercise Price of Warrants or Rights		$ 0.025
August 7 2023 [Member]
Convertible promissory note issued	$ 500,000
Interest rate	18.00%
Maturity date	Aug. 07, 2024
Stock price	$ 1.00
Class of Warrant or Right, Exercise Price of Warrants or Rights	$ 0.025